Highlights:
Fig 1. Submission documents for Laguna Verde and Francisco Basin operating contracts
The Company's JORC resources across the two projects total >2.7 million tonnes of lithium carbonate equivalent ("LCE") following multiple drilling campaigns and extensive resource evaluation over the past two years. Securing operating contracts from the State will enable the Company to move towards commercial and sustainable lithium production using Direct Lithium Extraction ("DLE"). By inviting the State, through one of its State entities ENAMI, to become a minority partner in both projects, CleanTech Lithium signals its support of the Government of Chile's strategy of promoting public-private partnerships and its ambition to become the leading producer of lithium to the global battery manufacturing market.
The Company's JORC resources across the two projects total >2.7 million tonnes of lithium carbonate equivalent ("LCE") following multiple drilling campaigns and extensive resource evaluation over the past two years. Securing operating contracts from the State will enable the Company to move towards commercial and sustainable lithium production using Direct Lithium Extraction ("DLE"). By inviting the State, through one of its State entities ENAMI, to become a minority partner in both projects, CleanTech Lithium signals its support of the Government of Chile's strategy of promoting public-private partnerships and its ambition to become the leading producer of lithium to the global battery manufacturing market.
Chile holds the largest reserves of lithium in the world but currently only two companies operate commercial lithium production in-country. The operating contract applications were submitted to the Ministry of Mining, outlining the Company´s plan to utilise DLE for the sustainable extraction of lithium from sub-surface aquifers, consistent with the National Lithium Strategy announced in late April 2023. DLE offers a solution to minimising aquifer depletion while featuring a shorter time to production and much higher recoveries of lithium when compared to traditional extraction methods using evaporation ponds.
CTL's Board has followed legal advice and, after undertaking regular dialogue with relevant Government officials, local communities and other stakeholders over recent months, officially submitted the detailed (500+ page) CEOL applications on 6 September 2023. These applications have been formally presented to the relevant Chilean authorities and the Company now expects both applications to go through a formal review process over the next 3-6 months.
Aldo Boitano, Chief Executive Officer, CleanTech Lithium said: "We are the first company in Chile to apply for the operating contracts since the National Lithium Strategy was announced in April 2023. We believe this marks a major step towards advancing lithium supply from Chile to the global battery manufacturing and EV market.
"Following presentations on the National Lithium Strategy by Ministers, the Government has been clear on the need for establishing public-private partnerships to grow the lithium industry. Due to our progress to date, we believe it is the right time for CleanTech Lithium to apply for the operating contracts for Laguna Verde and Francisco Basin. Securing the operating contracts will demonstrate further confidence in our Projects, and, ultimately, enable us to secure the required investment to scale towards production."
"We are open to discussion with the Government and relevant stakeholders about how we can achieve our shared ambition in supporting Chile's vision to be the world's leader in lithium production, a statement made recently by President Boric. We are open to inviting ENAMI to join CTL as a minority partner as part of the new public-private partnership strategy and believe this would be beneficial for all parties. Such partnership would complement and enhance our ongoing engagement and activities with local communities, which is integral to creating a lasting positive impact."
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Executing a well-defined project development strategy for its lithium assets and successfully progressing its DLE pilot plant, CleanTech Lithium is poised to become a key player in an expanding batteries market.
CleanTech Lithium (AIM:CTL,FWB:T2N,OTC:CTLHF) is a resource exploration and development company with four lithium assets with an estimated 2.72 million tons (Mt) of lithium carbonate equivalent (LCE) in Chile, a world-renowned mining-friendly jurisdiction. The company aims to be a leading supplier of ‘green lithium’ to the electric vehicle (EV) market, leveraging direct lithium extraction (DLE) – a low-impact, low-carbon and low-water method of extracting lithium from brine.
Lithium demand is soaring as a result of a rapidly expanding EV market. One study estimates the world needs 2 billion EVs on the road to meet global net-zero goals. Yet, the gap between supply and demand continues to widen. As the world races to secure new supplies of the critical mineral, Chile has emerged as an ideal investment jurisdiction with mining-friendly regulations and a skilled local workforce to drive towards a clean green economy. Chile is already the biggest supplier of copper and second largest supplier of lithium.
With an experienced team in natural resources, CleanTech Lithium holds itself accountable to a responsible ESG-led approach, a critical advantage for governments and major car manufacturers looking to secure a cleaner supply chain.
Laguna Verde is at pre-feasibility study stage, which is due to be delivered by Q4 2024. The project is targeted to be in ramp up production from 2027. Laguna Verde has a JORC resource estimate of 1.8 Mt of lithium carbonate equivalent (LCE) while Viento Andino boasts 0.92 Mt LCE, each supporting 20,000 tons per annum (tpa) production with a 30-year and 12-year mine life, respectively. The latest drilling programme at Laguna Verde finished in June 2024, results from which will be used to convert resources into reserves.
The lead project, Laguna Verde, will be developed first, after which Veinto Andino will follow suit using the design and experience gained from Laguna Verde, as the company works towards its goal of becoming a significant green lithium producer serving the EV market.
CleanTech Lithium’spilot DLE plantin Copiapó was commissioned in the first quarter of 2024. To date, the company has completed the first stage of production from the DLE pilot plant producing an initial volume of 88 cubic metres of concentrated eluate – the lithium carbonate equivalent (LCE) of approximately one tonne over an operating period of 384 hours with 14 cycles. Results show the DLE adsorbent achieved a lithium recovery rate of approximately 95 percent from the brine, with total recovery (adsorption plus desorption) achieving approximately 88 percent.
The company is carrying out the necessary environmental impact assessments in partnership with the local communities. The indigenous communities will provide valuable data that will be included in the assessments. The company also has two prospective exploration assets - the Llamara project and Salar de Atacama/Arenas Blancas project.
Llamara project is a greenfield asset in the Antofagasta region and is around 600 kilometers north of Laguna Verde and Veinto Andino. The project is located in the Pampa del Tamarugal basin, one of the largest basins in the Lithium Triangle.
Salar de Atacama/Arenas Blancas comprises 140 licenses covering 377 sq km in the Salar de Atacama basin, one of the leading lithium-producing regions in the world with proven mineable deposits of 9.2 Mt.
CleanTech Lithium is committed to an ESG-led approach to its strategy and supporting its downstream partners looking to secure a cleaner supply chain. In line with this, the company plans to use renewable energy and the eco-friendly DLE process across its projects. DLE is considered an efficient option for lithium brine extraction that makes the least environmental impact, with no use of evaporation ponds, no carbon-intensive processes and reduced levels of water consumption. In recognition, Chile’s government plans to prioritize DLE for all new lithium projects in the country.
CTL’s experienced management team, with expertise throughout the natural resources industry, leads the company towards its goal of producing green lithium for the EV market. Expertise includes geology, lithium extraction engineering and corporate administration. 
The 217 sq km Laguna Verde project features a sq km hypersaline lake at the low point of the basin with a large sub-surface aquifer ideal for DLE. Laguna Verde is the company’s most advanced asset,
CleanTech Lithium’s second-most advanced asset covers 127 square kilometers and is located within 100 km of Laguna Verde, with a current resource estimate of 0.92 Mt of LCE, including an indicated resource of 0.44 Mt LCE. The company’s planned second drill campaign aims to extend known deposits further.
The Llamara project is one of the largest greenfield basins in the Lithium Triangle, covering 605 square kilometers in the Pampa del Tamarugal, one of the largest basins in the Lithium Triangle. Historical exploration results indicate blue-sky potential, prompting the company to pursue additional exploration.
The project comprises 140 licences covering 377 sq km in the Salar de Atacama basin, a known lithium region with proven mineable deposits of 9.2 Mt and home to two of the world’s leading battery-grade lithium producers SQM and Albermarle. Following the granting of the exploration licences in 2024, the Cleantech Lithium is designing a work programme for the project
Steve Kesler has 45 years of executive and board roles experience in the mining sector across all major capital markets including AIM. Direct lithium experience as CEO/director of European Lithium and Chile experience with Escondida and as the first CEO of Collahuasi, previously held senior roles at Rio Tinto and BHP.
Anthony Esplin is an Australian national who has over 30 years' experience in the mining industry. He has held senior executive and board level positions primarily with tier one gold and base metals producers, including with Newmont Corporation, which consistently ranked among the leading miners on the Dow Jones Sustainability World Index.
He has significant experience in managing large-scale emerging markets assets, including in Peru, Mexico, Suriname, Indonesia, Australia and Papua New Guinea. Esplin worked and lived for over 12 years in Latin America and is fluent in Spanish. Most recently, he was chief operating officer at Discovery Silver Corporation, a TSX-listed company with development projects in Mexico, where he also had broader responsibilities in developing project finance options and investor relations.
Gordon Stein is a commercial CFO with over 30 years of expertise in the energy, natural resources and other sectors in both executive and non-executive director roles. As a chartered accountant, he has worked with start-ups to major companies, including board roles of six LSE companies.
Maha Daoudi has more than 20 years of experience holding several Board and senior-level positions across commodities, energy transition, finance and tech-related industries, including a senior role with leading commodity trader, Trafigura. Daoudi holds expertise in offtake agreements, developing international alliances and forming strategic partnerships.
Tommy McKeith is an experienced public company director and geologist with over 30 years of mining company leadership, corporate development, project development and exploration experience. He's held roles in an international mining company and across several ASX-listed mining companies. McKeith currently serves as non-executive director of Evolution Mining and as non-executive chairman of Arrow Minerals. Having worked in bulk, base and precious metals across numerous jurisdictions, including operations in Canada, Africa, South America and Australia, McKeith brings strategic insights to CTL with a strong focus on value creation.
Jonathan Morley-Kirk brings 30 years of experience, including 17 years in non-executive director roles with expertise in financial controls, audit, remuneration, capital raisings and taxation/structuring.
CleanTech Lithium PLC Notice of Annual General Meeting
CleanTech Lithium PLC (AIM:CTL)(Frankfurt:T2N)(OTCQX:CTLHF) ("CleanTech Lithium" or the "Company"), an exploration and development company advancing sustainable lithium projects in Chile, will hold its Annual General Meeting ("AGM") at the offices of the Company at de Carteret House, 7 Castle Street, St Helier JE2 3BT on 26 November 2024 at 11:00AM GMT
As well as the normal business conducted at the AGM, the Board is proposing to:
renew the share authorities previously granted in connection with the ASX Listing;
amend the articles of association in connection with the ASX Listing; and
consolidate the Company's ordinary share capital so that every two existing Ordinary Shares of £0.01 each are consolidated into one Ordinary Shares of £0.02 each (the "New Ordinary Shares") to meet ASX listing requirements.
The detailed reasons for and background to the resolutions are set out in a Circular which contains the notice of AGM. The Circular will shortly be available on the Company's website https://ctlithium.com/investors/circulars-documents/. A letter notifying Shareholders of the availability of the Circular on the Company's website will be dispatched to Shareholders later today.
Recommendation
The Directors consider all of the proposals to be considered at the AGM (including the share consolidation) to be in the best interests of the Company and its Shareholders as a whole and accordingly unanimously recommend that Shareholders vote in favour of the resolutions to be proposed at the AGM, as they together with senior management intend to do in respect of their aggregate holdings of 13,141,932 existing Ordinary Shares representing 7.83 per cent. of the Company's existing share capital.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
2024 | ||||
Publication of the Circular and the Form of Proxy | 30 October | |||
Latest time and date for receipt of Forms of Proxy and CREST voting instructions | 11.00 a.m. on 24 November | |||
Time and date of the Annual General Meeting | 11.00 a.m. on 26 November | |||
Result of Annual General Meeting announced | 26 November | |||
Record Date in respect of the Share Consolidation | 6.00 p.m. on 26 November | |||
Admission expected to become effective and dealings expected to commence in the New Ordinary Shares on AIM | 8.00 a.m. on 27 November | |||
Where applicable, expected date for CREST accounts to be credited in respect of New Ordinary Shares in uncertificated form | 27 November | |||
Where applicable, expected date for despatch of definitive certificates for New Ordinary Shares in certificated form | 3 December | |||
For further information contact: | ||||
Steve Kesler/Gordon Stein/Nick Baxter | Jersey office: +44 (0) 1534 668 321 Chile office: +562-32239222 | |||
Or via Celicourt | ||||
Celicourt Communications Felicity Winkles/Philip Dennis/Ali AlQahtani | +44 (0) 20 7770 6424 | |||
Beaumont Cornish Limited (Nominated Adviser) Roland Cornish/Asia Szusciak | +44 (0) 20 7628 3396 | |||
Fox-Davies Capital Limited (Joint Broker) Daniel Fox-Davies | +44 (0) 20 3884 8450 | |||
Canaccord Genuity (Joint Broker) James Asensio | +44 (0) 20 7523 4680 | |||
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.
Notes
CleanTech Lithium (AIM:CTL, Frankfurt:T2N, OTCQX:CTLHF) is an exploration and development company advancing lithium projects in Chile for the clean energy transition. Committed to net-zero, CleanTech Lithium's mission is to become a new supplier of battery grade lithium using Direct Lithium Extraction technology powered by renewable energy.
CleanTech Lithium has two key lithium projects in Chile, Laguna Verde and Viento Andino, and exploration stage projects in Llamara and Arenas Blancas (Salar de Atacama), located in the lithium triangle, a leading centre for battery grade lithium production. The two most advanced projects: Laguna Verde and Viento Andino are situated within basins controlled by the Company, which affords significant potential development and operational advantages. All four projects have good access to existing infrastructure.
CleanTech Lithium is committed to utilising Direct Lithium Extraction with reinjection of spent brine resulting in no aquifer depletion. Direct Lithium Extraction is a transformative technology which removes lithium from brine with higher recoveries, short development lead times and no extensive evaporation pond construction. www.ctlithium.com
**ENDS**
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SOURCE:CleanTech Lithium plc
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Interim Results for six-month period ending 30 June 2024
CleanTech Lithium PLC (AIM:CTL)(Frankfurt:T2N)(OTCQX:CTLHF), an exploration and development companyadvancing sustainable lithium projects in Chile for the clean energy transition, is pleased to announce its unaudited Interim Results for the six-month period ended 30 June 2024 ("1H 2024" or "the Period").
The Company has made significant progress with the Pre-Feasibility Study ("PFS") at the flagship project, Laguna Verde, and seen encouraging results from the Direct Lithium Extraction ("DLE") pilot plant in Chile and will be producing battery-grade lithium carbonate for potential strategic partners to evaluate. The Company is also pursuing a dual listing on the Australian Stock Exchange ("ASX") and aims to be trading on the ASX in Q4 2024.
Highlights of the Period:
Operational:
Health & Safety:
Zero-harm safety culture focused on continuous improvement to achieve an injury free and healthy work environment - no LTIs, major incidents or near misses recorded in 1H 2024.
Laguna Verde Drilling Programme:
Five-well resource drilling programme commenced. Work designed in collaboration with Montgomery & Associates, a leading hydrogeology and resource evaluation consultancy.
Programme aims to produce a maiden reserves estimate using modifying factors from the Pre-Feasibility Study ("PFS") which is underway and targeted for completion by the end of 2024.
DLE Pilot Plant:
Operational and producing high quality lithium chloride eluate with low impurities.
Eluate is being converted to produce batches of battery-grade lithium carbonate which will be made available to potential strategic partners in Q4 2024 to start product qualification.
Inauguration event was held in May 2024 where local communities and government officials were in attendance.
Project Licences:
CTL entered into a sale and purchase agreement ("SPA"), now taking full ownership of certain Laguna Verde licences that were previously held by way of an option agreement
The licences held in the Salar de Atacama basin, which we understand are located outside the salar area defined as strategic by the Government and have been re-named the 'Arenas Blancas' project, are a potentially very promising opportunity.
CEOL Contracts:
Expressions of Interest ("RFIs") for a total of five lithium projects have been submitted to the Chilean Government. CTL is very well positioned as the most advanced exploration stage company progressing DLE based projects in Chile.
Francisco Basin project has been renamed Viento Andino, in line with the RFI submission, to highlight the project area is outside a national park of a similar name located in the basin.
Corporate:
Board changes:
Executive Chairman Steve Kesler assumed the duties of CEO on an interim basis, following the resignation of CEO, Aldo Boitano in April.
The search for a new CEO is well underway and the chosen candidate will be announced in due course.
·Cash position:
The Company's cash position at the period end, including proceeds received from Loan Notes shortly after period end, was £2.1 million.
Post-period Highlights:
Operational:
Pump tests and a reinjection well at Laguna Verde, planned to be undertaken in Q4 2024, will help define the brine extraction and reinjection wellfield design and the sustainable production rate required for the PFS.
A plant location study was completed by Worley for the Laguna Verde project and concluded that the DLE and eluate concentration should be undertaken at project site and the purification and carbonation close to Copiapo which is at a lower elevation with good technical support locally available. This latter plant would be expanded in the future to also process concentrated eluate from the Viento Andino project.
Completion of the first stage of production of concentrated eluate from the Company´s DLE pilot plant which has been shipped for conversion to battery-grade lithium carbonate by process partners in North America.
Corporate:
ASX Listing:
The Company is seeking to dual-list on the Australian Securities Exchange ("ASX"). Although the Company announced an extension to the ASX IPO timetable on 20 September 2024, to allow it to address some procedural matters raised by ASX, the intention remains to complete the IPO before the year end. An associated capital raise is planned to enable completion of the PFS and continuance of other work programmes. Notwithstanding, the Company continues to consider its funding options on an ongoing basis as a part of its normal practice.
·CEOL Process:
The Government has streamlined the CEOL process, announcing an update at the end of Septemberprioritising six salt flats for lithium development including Laguna Verde, the Company's flagship project, as having the most favourable conditions to advance lithium exploration and extraction. CEOL applications to be submitted by 31st December 2024.
Local stakeholders:
CTL attended a seminar organised by CESCO alongside local indigenous communities. The President of the Colla Pai-Ote community publicly endorsed CTL's Laguna Verde project as the way forward for the lithium industry in Chile, which was widely reported in the Chilean media.
CTL's DLE carousel equipment is now installed at the University of Atacama as part of an ongoing partnership. The DLE equipment will be available for research programmes. The long-term collaboration between the University and CTL will help nurture the skills required for fostering the lithium industry in the Atacama region.
Steve Kesler, Executive Chairman and Interim CEO, CleanTech Lithium said:
"The first half of 2024 has seen significant operational and strategic progress on our lithium projects in Chile. This includes the production of high quality lithium chloride eluate with low impurities from our DLE pilot plant, which has a capacity to produce one tonne per month of lithium carbonate equivalent. A drilling, pump testing and reinjection programme was started at Laguna Verde aimed at updating the JORC resource estimate, providing data for the PFS and developing of a maiden reserve estimate.
"The Company is also in the process of listing on the ASX exchange, which will support its future development, as it enters potential strategic partner discussions and progresses towards production. Whilst this process has been delayed, the ASX market is well versed in the lithium sector and a meaningful number of the Company's existing shareholders have Australian links.
"With the PFS well underway and project development ongoing, backed by the strong support from local indigenous communities and aligned with the objectives of Government's National Lithium Strategy, we look forward to the future with confidence."
CHAIRMAN AND INTERIM CEO REVIEW
The following review is a look back at the highlights from the first half of 2024:
Business Strategy
CleanTech Lithium continues to make great strides in meeting the objective of becoming a leading supplier of battery-grade lithium carbonate to support the world's transition to clean energy. The progress made towards building sustainable lithium projects in Chile where the Company is planning to use Direct Lithium Extraction ("DLE") powered by renewable energy directly addresses the Chilean Government's ambition to drive positive change in sustainability and social and economic development.
The 'National Lithium Strategy', proposed by the President of Chile in late April 2023, aims to ensure Chile remains a top producer and supplier of lithium - a critical component for batteries in Electric Vehicles and energy storage systems ("ESS"). The established mining jurisdiction is currently the largest supplier of copper in the world and one of the largest suppliers of battery grade lithium. To move to a world run on clean energy, new lithium projects are needed, and Chile has the established infrastructure, industry expertise and workforce to bring projects like CleanTech Lithium's into production in the next few years.
New projects must be built in the right way and the Government has prescribed the use of DLE (or similar sustainable technologies) for all new lithium development projects going forward. CleanTech Lithium's strategy is to play a significant role in assisting the Chilean government to achieve this ambition. The Company believes it is most the advanced development stage DLE company operating in Chile and the achievements made in the first half of 2024 is evidence of this. It is very encouraging to see the Company's DLE Pilot Plant producing samples of battery-grade lithium carbonate which will soon be tested by potential strategic partners.
The Company's business strategy is focused on delivering long-term sustainable growth and returns for all stakeholders, built on four pillars:
develop the Company's advanced lithium projects (Laguna Verde, Viento Andino) and progress the early-stage exploration projects (Arenas Blancas and Llamara) in Chile;
utilise innovative technologies, including DLE and, where possible, renewable energy to sustainably produce lithium carbonate;
produce commercial battery-grade lithium carbonate with high lithium recoveries and short production time; and
supply directly into the EV and battery storage market via strategic partners and offtake agreements.
To this end, the Company's immediate objectives are as follows:
update the JORC resource estimate for Laguna Verde on completion of the 2024 drilling campaigns and declare a maiden reserves estimate;
complete planned hydrogeological studies and metallurgical tests at Laguna Verde, including completing a new reinjection well and pump tests to provide the data required to further advance modelling of the sub-surface aquifer and design the extraction and reinjection wellfields;
deliver a Pre-Feasibility Study ("PFS") at the Laguna Verde Project and commence the Definitive Feasibility Study ("DFS") soon afterwards;
complete the process test work at the DLE Pilot Plant and make battery grade lithium carbonate available for supply to potential offtake and strategic partners to start product qualification;
continue the required work to complete the environmental baseline studies that commenced in 2022 and undertake the studies required to enable submission of the EIA in 1H 2025;
enter into a Special Lithium Operation Contract (CEOL) with the Chilean State in relation to the Laguna Verde and Viento Andino Projects to commercially sell lithium;
continue to collaborate with the local indigenous communities, universities and other local stakeholders to ensure long-term support for the projects, and
enter into substantive discussions with potential offtake and strategic partners with a view to reaching agreement on a future business relationship, including establishing a funding package for the construction phases of the Laguna Verde Project, including equity participation, debt and other structures, to bring the project on stream and start selling lithium carbonate at the earliest possible opportunity.
Summary of Company Activity
In the first six months of the year, CleanTech Lithium made further progress toward delivering its PFS. This included commencing a five-well drilling programme at Laguna Verde, the commissioning of its DLE pilot plant and first production of highly concentrated eluate for further processing to make battery-grade lithium carbonate. The PFS is instrumental to support discussions with potential strategic partners. The Company is also seeking to dual-list on the Australian Securities Exchange ("ASX"). Although the Company announced an extension to the ASX IPO timetable on 20 September 2024, to allow it to address some procedural matters raised by ASX, the intention remains to complete the IPO before the year end. Notwithstanding, the Company continues to consider its funding options on an ongoing basis as a part of its normal practice.
Operations
Health and Safety
The Company maintains a zero-harm safety culture focused on continuous improvement to achieve an injury free and healthy work environment, with no lost time incidents ("LTIs"), major incidents, or near misses reported in the first half of 2024.
Five-Well Drilling Programme at Laguna Verde
The Company commenced a five well drilling programme at Laguna Verde largely aimed at converting Inferred resource to additional Measured & Indicated resource which will then have technical and economic modifying factors applied from the PFS to determine a maiden reserve. The programme was designed in collaboration with Montgomery & Associates, a leading international hydrogeology and resource evaluation consultancy.
The drill programme began in Q1 2024, with the commencement of wells LV07 and LV11 and suspended in May on the onset of the winter shut-down period, with the plan to recommence in October. The programme will also include additional pump testing and reinjection testing in Q4 2024 with results helping to calibrate the hydrogeological model of the basin. This model will help further define the brine extraction and reinjection wellfield design and the sustainable production rate from Laguna Verde. Montgomery & Associates have been engaged to manage the drill programme, JORC resource and reserves reporting and design of the extraction and reinjection wellfields.
Laguna Verde is the Company's most advanced project and has a total JORC resource of 1.8 million tonnes LCE, of which 1.1 million is in the Measured and Indicated category. Laguna Verde's Scoping Study, announced in January 2023, highlighted robust economics, with an NPV8 of US$1.8bn, an IRR of 45.1%, net cashflows of US$6.3 billion and a low operating costs of US$3,875/t for 30 years of production at 20,000 tpa LCE.
Drilling programmes at Laguna Verde since 2022
DLE Pilot Plant Commissioning and Production
The Company´s one-tonne per month DLE pilot plant (supplied by Sunresin) is located in Copiapó, Chile, approximately 250km from Laguna Verde, and finished commissioning in late March. At the R&D centre where the pilot plant is located, brine from the Laguna Verde project is stored in a large 243,000 litre vessel outside the pilot plant and then fed into an indoor tank having passed through filtration to remove suspended solids. It is then fed into the DLE columns shown in the image below, which are filled with adsorbent designed to be selective for lithium molecules. Lithium, as lithium chloride, is adsorbed from the brine, before desorption with water to create a purified lithium chloride eluate.
DLE Pilot Plant at R&D Centre in Copiapó, Chile (30 x approx. 3m columns to produce up to 1 tonne per month of LCE)
Testing of a wide range of commercially available adsorbents identified that the adsorbent supplied by Lanshen performed the best on the Laguna Verde brine resulting in the selection of this adsorbent. The DLE Pilot Plant commenced operation in Q2 2024, producing high quality concentrated eluate. In May, the Company reported the key DLE performance metrics for the first batch of 24m3 of concentrated eluate produced at the pilot plant. The recovery of lithium from the brine was 94% in the adsorption stage and 88% into the eluate. The lithium grade in the feed brine of 197mg/L was concentrated to 710mg/L in the eluate, or a 3.6X concentration factor. These results exceeded the Company's expectations. The eluate was further concentrated by reverse osmosis to 2,194mg/l.
For the first stage of production, a total volume of 1,196m3 of brine from the Laguna Verde Project was processed at the DLE pilot plant with a total of 14 cycles completed. Each cycle represents a volume of brine being fed first through filtration to remove suspended solids, then into DLE columns which are filled with adsorbent designed to be selective for lithium molecules. Lithium, as lithium chloride, is adsorbed from the brine, before desorption with water to create a purified lithium eluate.
Averaged across the 14 cycles, the recovery rate achieved by adsorption of lithium from the brine was 95% and the recovery rate of desorption from the adsorbent was 93%. The total recovery rate into eluate averaged 88% and was highly consistent as shown in the figure below. The temperature of the brine and desorption water, using the average ambient temperature in Copiapó during the March to June period of operation, was in the range of 20oC to 25oC indicating that good performance was achieved without the need to heat solutions in either adsorption or desorption.
Pilot Plant Total Recovery Rate
The eluate production rate was relatively stable after the initial ramp up period achieving an average of 2.8 kg LCE per hour demonstrating that the design capacity of the pilot plant of 1 tonne LCE per month was comfortably achieved. Selectivity of the adsorbent is another key performance parameter for a DLE operation. DLE primarily acts as a purification stage, recovering lithium chloride from the brine whilst rejecting other impurities. For all the major ions in the brine, apart from boron, the rejection rate was very high, exceeding 99%.
DLE Performance - Rejection of Major Impurities
The downstream conversion of lithium chloride solution to battery grade lithium carbonate is well established in the lithium industry. Rather than spending capital on constructing a lithium carbonate conversion plant, the Company decided to partner with Conductive Energy, an Alberta, Canada company to undertake this conversion at its existing facility in Chicago.
An initial 200L batch of concentrated eluate, was shipped to Conductive Energy in May. This batch was used as a trial before setting up the conversion process that would be used for processing larger volumes of eluate produced by our DLE pilot plant into battery grade lithium carbonate. Conductive Energy completed the set-up test-work producing lithium carbonate of 99.75% purity which is battery grade. This process comprises concentration of the concentrated eluate to 18,000mg/l Li by forward osmosis followed by ion exchange to remove the trace impurities of calcium, magnesium and boron and then carbonation with sodium carbonate to produce battery grade lithium carbonate.
On completion of this trial, the Company subsequently shipped batches of concentrated eluate from the pilot plant, with a total of 88m3 shipped by late July, which is equivalent to approximately one tonne of lithium carbonate.
The downstream plant is being commissioned with lithium carbonate production expected in October 2024. This will provide the Company with the capacity to supply significant quantities of battery-grade lithium carbonate samples to potential strategic partners and offtakers to commence product qualification.
Pilot Plant Inauguration
In May, the DLE pilot plant was officially inaugurated in Copiapó with a ceremony attended by various regional authorities, indigenous community leaders, academics, and business representatives. Attendees at the ceremony included the Presidential Delegate of the Atacama Region, Luis Pino, Regional Councillor Javier Castillo; CORFO Director Rosa Roman, CORPROA President Andres Rubilar; miners' union president Joel Carrizo; indigenous community representatives Christian Milla and Ercillia Araya.
DLE Pilot Plant Inauguration May 2024
DLE inauguration event May 2024 with Steve Kesler, Executive Chairman and Interim CEO and Ercilia Araya, President of the Colla-Ote community
Pre-Feasibility Study at Laguna Verde
The PFS will define the optimal configuration for the Laguna Verde project, paving the way for a DFS and discussions with strategic partners. Data from the DLE pilot plant and the drilling and field programmes are being incorporated into the PFS which is being led by Worley, an international engineering services company, from their Santiago office.
As part of that process, in July, Worley completed a plant location study, and CTL has engaged various consultants to conduct studies on port access, water supply, power access and lithium market dynamics. The plant location study identified the ideal configuration for a production facility capable of generating 20,000 tonnes of battery-grade lithium carbonate per annum. This provided a trade-off analysis between locating the entire plant at Laguna Verde versus splitting plant facilities between Laguna Verde and the nearby mining centre of Copiapó. The option of locating the DLE plant and eluate concentration stages at the Laguna Verde site, and the carbonation plant at Copiapó was highly favourable, resulting in the decision to proceed with this option. A concentrated eluate with 6% lithium, the maximum concentration before lithium salts begin to precipitate, will be transported to Copiapó for impurity removal and carbonation stages. This configuration results in a minor increase in volumes transported while taking advantage of Copiapó's well-developed infrastructure and better access to a skilled workforce. According to the plant design, approximately 70% of the operational workforce will be employed at the carbonation plant, therefore locating it in Copiapó provides major advantages in hiring a local work force including diversity outcomes such as greater female participation, while contributing to the local economy. The footprint at the project site, which is at 4,300m above sea level, will be greatly reduced, from power supply, storage, camp and plant facilities, construction phase impacts, and environmental impacts.
The carbonation plant in Copiapó would eventually be expanded to also treat concentrated eluate from the Viento Andino project.
Corporate Developments
Special Lithium Operating Contracts (CEOLs)
Following the declaration of the National Lithium Strategy in April 2023, the Government clarified that it would seek majority control of strategic lithium assets in the Salar de Atacama and Salar de Maricunga but that non-strategic salars could be developed by private sector interests without the need for state company participation. As a result, the Chilean Government requested that the Company withdraw its initial application for CEOLs for Laguna Verde and Viento Andino (formerly Francisco Basin) and apply through the new formal process. CTL´s project areas were defined as non-strategic and the Company entered the process in June 2024 on a 100% ownership basis for Laguna Verde and Viento Andino. Applications for RFIs has also been made for three other lithium prospects in joint ventures with other parties which are currently subject to confidentiality.
The Government provided a further update to the CEOL application process at the end of September, prioritising six salt flats for lithium development including Laguna Verde, the Company's flagship project, as having the most favourable conditions to advance lithium exploration and extraction. The Government is expected to announce a further update later this year on additional salt flats for lithium development. The Ministry of Mining will award one CEOL per salt flat with companies only considered if they meet certain criteria. CTL´s Expressions of Interest ("RFI") application directly addressed each of these key criteria and as the Company has a dominant licence position in the Laguna Verde basin it is the only Company that meets the mining concession area requirement. The criteria set out by the Government recognises the status of the Company´s progress at the Laguna Verde project and puts in place a clear path to award a CEOL and the project's development into production, which is targeted for 2027.
The Chilean Government will now commence indigenous community consultations related to these six salars. Additional to other criteria, CTL has developed a strong relationship with indigenous communities located in the surroundings areas, based on early engagement including a collaborative alliance signed in December 2023 to co-design the project´s EIA. The Company is also working with the regional University to promote local opportunities for future projects. The next stage of the CEOL process is for companies to submit CEOL applications by December 31st 2024.
Acquisition of Laguna Verde LicencesIn April 2024, the Company completed the acquisition of 23 Laguna Verde licences, previously subject to an option agreement. This now gives the Company full ownership and control over all 108 mining licences within Laguna Verde. The Board believes this acquisition enhances potential returns to shareholders and de-risks the project as it advances. Full ownership of these licences has also facilitated the planned ASX listing.
Renaming of Francisco Basin and Salar de Atacama
In June the Company announced it had renamed the Francisco Basin project as Viento Andino. This was to clarify the project is located outside a nearby national park of a similar name. During the period, the Company also announced the Salar de Atacama licences have been renamed the 'Arenas Blancas' project to recognise that these fall outside of the Salar de Atacama area considered by Government as ´strategic´ to be controlled by the State entity Codelco. These Arena Blanca licences are shown here.
Map of licence areas in Arenas Blancas
ESG and Community Engagement:
In January, the Company hosted an international seminar at the Universidad de Atacama titled "Lithium: Global Challenges. Local Issues, Decarbonization, Sustainability and Participation" brought together renowned international academics and industry leaders to explore the crucial role lithium plays in global decarbonization and the transition to a green economy.
The Company has also partnered with the University of Atacama, which has seen the installation of the Company's laboratory DLE carousel on the campus. This initiative allows students to conduct their own testing and research, supporting the development of a workforce for the future and regional economic development.
Post-period end, CTL participated in the Centre for Copper and Mining Studies ("CESCO") seminar in Santiago, a prominent annual seminar for the mining sector in Chile and received public support from the local indigenous community for its Laguna Verde project. Local and national media covered the endorsement made by the President of Colla-Ote Communities, Ercilia Araya, as seen in the press cutting below. At the seminar the Company stated if the Government want to see three to four new lithium projects in construction by 2026, Laguna Verde can be one of these projects. To achieve this, the Company continues it engagement with the Chilean Government as part of the CEOLs applications and in a timely manner for the EIA permitting process.
President of the Colla-Ote Community publicly endorses CleanTech Lithium's Laguna Verde project at CESCO Seminar, August 2024
The Company remained a signatory of the UN Global Compact aligning with the 10 guiding principles. The annual 'Communication of Progress' report was submitted in May 2024.
ASX dual-listing:
On 20 September the Company announced an extension to the Australian Securities Exchange ("ASX") IPO timetable to allow it to address certain procedural matters raised by ASX. Although it is expected the ASX IPO will complete prior to the year-end, there can be no certainty over the timing. Consequently, as a part of normal practice, the Board continues to consider other available funding options to provide the necessary ongoing working capital and to maintain progress on the Company's various capital programmes as described above.
The ASX is a natural fit as a dual-listing for CTL given the high proportion of its shareholder base designated as Australian domiciled; that base includes Regal Funds as a significant sharesholder which holds approximately 15% of the Company's shares in issue.
It is clear that an Australian listing will broaden the shareholder base, increase the Company's profile in Australia and expose the Company to a deep pool of capital from investors with a good knowledge of investing in resource, and lithium, companies.
The Company will continue to keep the market informed of progress as appropriate.
Board Changes:
In addition to my duties as Executive Chairman, I assumed the role of Interim CEO in April following Aldo Boitano's resignation. The search for a new CEO is ongoing, and we look forward to announcing the selected candidate in due course.
Lithium Market:
While the international lithium market remains subdued with current oversupply and low prices, there is clear expectation that market conditions will have improved significantly by the time the Company comes into first production in 2027. Some current high-cost production is suspending production, new projects are being deferred whilst demand for lithium for use in batteries, for Electric Vehicles and ESS continues to grow. The expectation is that lithium prices will start to recalibrate to a medium and longer-term price that allows new projects to be financed. Cannacord Genuity forecasts that pricing to be in excess of US$22,500/t lithium carbonate from 2028 onwards. The scoping studies for Laguna Verde and Viento Andino indicate that these projects will be in the lowest quartile of costs and economic even at today´s low prices and highly attractive at forecast long-term prices.
The Company has specific advantages in operating in Chile which has a free trade agreement ("FTA") with the USA and preferential trade arrangements with the EU for critical minerals such as lithium. The ability to supply battery grade lithium carbonate directly into these markets without intermediate processing in China will be important for the Company in those markets. Meanwhile Chinese companies are investing in battery supply chain production in FTA countries to maintain access to the US market and will increasingly seek lithium carbonate from FTA compliant countries for those projects. The Company is well placed to take advantage of this dynamic.
Financials:
The Company's cash position at the period end, including proceeds received from Loan Notes shortly after period end, was £2.1 million.
In the six months to 30 June 2024, CleanTech continued to prioritise expenditure on its capital programmes with the following progress noted:
Laguna Verde: Drilling: five well programme; PFS: engineering and feasibility studies by Worley, Montgomery have been progressed; Hydrogeological modelling: further evolution of both the modelling and as has the planning for pump-test and reinjection programmes; EIA: evaluation of and development of the baseline studies remains continues and remains a key facet of CleanTech's programmes in Chile
DLE: pilot plant construction, testing and commissioning and initial operation costs
Community Relations: programme and other ESG initiatives.
In addition, the acquisition of 100% of the legal and beneficial interest in the licences in Laguna Verde licences previously held under an option agreement was announced in April 2024. Refer Note 12 to the financial statements for further details.
Administration cash costs of approximately £1.9 million were incurred during the period (1H 2023: £2.0m million). Those cash costs, largely reflect £0.5 million for staff costs (1H 2023: £0.5 million), £0.4 million for promotion public and investor relations and travel (1H 2023: £0.7 million), £0.8 million for legal and professional support including listing and compliance and insurance costs (1H 2023: £0.7 million), the balance of £0.2 million comprises a variety of other and general administrative costs (1H 2023: £0.1 million).
On 30 June 2024, the Company executed a GBP loan note instrument and an AUD loan note instrument pursuant to which it issued loan notes ("Loan Notes") to subscribers to raise A$3.995 million, approximately £2.1 million, to finance working capital and costs associated with ASX admission. Refer Note 11 to the financial statements for further details. Prior to entering into the loan note instruments the Company also terminated an agreement to issue a convertible loan note to a high net worth who failed to pay the subscription monies to the Company despite on-going assurances to the contrary.
To support CleanTech's plans which target initial production from Laguna Verde in 2027 the Board has developed a financial strategy to raise the capital needed. The Company routinely receives approaches from third parties and continues to consider as a part its overall funding strategy. An important tenant of that strategy is the participation and support of strategic partnerships. Although strategic partnership discussions are currently taking pace under non-disclosure agreements, they are expected to progress further once the Laguna Verde PFS is completed and once the initial quantities of battery grade lithium from the DLE pilot plant and downstream processes are available for review.
Outlook:
The Company remains well placed to demonstrate the efficacy of DLE to produce battery grade lithium carbonate from Laguna Verde brine and to deliver the PFS later this year. This is a critical step for securing strategic partnerships and future project funding. The aim to deliver battery-grade lithium carbonate through sustainable, low environmental impact production, utilising the DLE process and renewable energy, aligns the Company with the Chilean Government's National Lithium Strategy and criteria outlined in the CEOL applications. We are well positioned to be prioritised amongst the private sector potential projects.
Post the period end, the Company filed applications for its admission to the ASX. Alongside the dual-listing, CleanTech Lithium is seeking to raise funds to support the next stage of its development, including the delivery of a strategic partner, as it progresses towards production.
The Board is excited about the opportunities ahead and remain committed to delivering value for our shareholders, partners, and the communities in which we operate.
Steve Kesler, Executive Chairman and Interim CEO
CleanTech Lithium plc
Condensed Consolidated Statement of Comprehensive Income
Note | Unaudited | Unaudited | |||
£ | £ | ||||
Income | - | - | |||
Administrative costs | 3 | (2,861,194) | (3,263,200) | ||
Operating loss | (2,861,194) | (3,263,200) | |||
Finance costs | - | (9,806) | |||
Loss before tax | (2,861,194) | (3,273,006) | |||
Income tax | 5 | - | - | ||
Loss for the period after tax | (2,861,194) | (3,273,006) | |||
Other comprehensive income/(loss): | |||||
Exchange differences arising on translation of functional currencies | (906,194) | 9,128 | |||
Total comprehensive loss for the period | (3,767,388) | (3,263,878) | |||
Loss per share basic | 6 | (0.020) | (0.031) | ||
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
Condensed Consolidated Statement of Financial Position
Unaudited 30-Jun-24 | Audited 31-Dec-23 | ||
Note | £ | £ | |
Exploration and evaluation assets | 7 | 32,558,090 | 13,710,413 |
Non-current assets | 32,558,090 | 13,710,413 | |
Proceeds from Loan Notes issued | 11 | 2,109,986 | - |
Cash and cash equivalents | 35,976 | 6,202,028 | |
Trade and other receivables | 8 | 179,989 | 610,898 |
Current assets | 2,325,951 | 6,812,926 | |
Trade and other payables | 10 | (906,550) | (351,637) |
Provisions and accruals | 10 | (587,646) | (378,713) |
Loans notes | 11 | (2,109,986) | - |
Deferred consideration | 12 | (984,408) | - |
Current liabilities | (4,588,590) | (730,350) | |
Deferred consideration | 12 | (13,565,301) | - |
Non-current liabilities | (13,565,301) | - | |
Net assets | 16,730,150 | 19,792,990 | |
Share capital | 26,310,625 | 26,310,625 | |
Capital reserve | (77,237) | (77,237) | |
Share based payment reserve | 9 | 6,417,807 | 5,713,259 |
Foreign exchange reserve | (1,611,569) | (705,375) | |
Accumulated losses | (14,309,476) | (11,448,282) | |
Equity and reserves | 16,730,150 | 19,792,990 |
The accompanying notes are an integral part of these interim unaudited condensed consolidated financial statements.
Condensed Consolidated Statement of Changes in Equity
Share capital | Capital reserve | Share based payment reserve | Foreign exchange reserve | Accumulated losses | Total | |
£ | £ | £ | £ | £ | £ | |
At 1 January 2023 | 21,076,155 | (77,237) | 1,578,340 | 315,695 | (5,562,683) | 17,330,270 |
Loss for the period | - | - | - | - | (3,273,006) | (3,273,006) |
Other comprehensive income | - | - | - | 9,128 | - | 9,128 |
Total comprehensive loss | 9,128 | (3,273,006) | (3,263,878) | |||
Share options and warrants | - | - | 778,935 | - | - | 778,935 |
Shares issued | 396,000 | 396,000 | ||||
30 June 2023 | 21,472,155 | (77,237) | 2,357,275 | 324,823 | (8,835,689) | 15,241,327 |
At 1 January 2024 | 26,310,625 | (77,237) | 5,713,259 | (705,375) | (11,448,283) | 19,792,990 |
Loss for the period | (2,861,194) | (2,861,194) | ||||
Other comprehensive income | (906,194) | - | (906,194) | |||
26,310,625 | (77,237) | 5,713,259 | (1,611,569) | (14,309,476) | 16,025,602 | |
Share options and warrants | - | - | 704,548 | - | - | 704,548 |
30 June 2024 | 26,310,625 | (77,237) | 6,417,807 | (1,611,569) | (14,309,476) | 16,730,150 |
The accompanying notes are an integral part of these interim unaudited condensed consolidated financial statements.
Condensed Consolidated Statement of Consolidated Cash Flows
Unaudited | Unaudited | ||
Note | £ | £ | |
Loss after tax for the period | (2,861,194) | (3,273,006) | |
Non-cash items: | |||
Fair value of Loan Note warrants | 592,633 | ||
Fair value recognition of share options and warrants | 556,896 | ||
Equity settled transactions or services | - | ||
Movement in trade and other receivables | 397,320 | 159,605 | |
Movement in payables, provisions and accruals | 835,849 | 22,964 | |
Finance costs | (9,806) | ||
Net cash used in operating activities | (1,035,392) | (2,543,347) | |
Expenditure on exploration and evaluation assets | (4,800,040) | (5,481,243) | |
Net cash used in investing activities | (4,800,040) | (5,481,243) | |
Proceeds from issue of ordinary shares | - | 396,000 | |
Finance costs | - | (9,806) | |
Net cash generated from financing activities | - | 386,194 | |
Net cash flow | (3,725,446) | (7,638,396) | |
Cash and cash equivalents brought forward | 6,202,028 | 12,368,265 | |
Net cash flow | (3,725,446) | (7,638,396) | |
Effect of exchange rate changes | (330,620) | (91,120) | |
Cash and cash equivalents carried forward | 35,976 | 4,638,749 |
The accompanying notes are an integral part of these interim unaudited condensed consolidated financial statements.
Notes to the Financial Statements
1. GENERAL INFORMATION
CleanTech Lithium Plc ("CTL Plc", or the "Company")
The condensed consolidated interim financial statements of CleanTech Lithium Plc for the first six months ended 30 June 2024 were authorised for issue in accordance with a resolution of the Board on 29 September 2024.
CleanTech Lithium Plc was incorporated and registered as a private company, initially with the name CleanTech Lithium (Jersey) Ltd, in Jersey on 1 December 2021 with registered number 139640. It was subsequently reregistered as a public limited company on 20 January 2022 and on 2 February 2022 it changed its name to CleanTech Lithium Plc.
On 14 February 2022, a share-for-share exchange between the shareholders of CleanTech Lithium Ltd (CTL Ltd, or the U.K. entity) and CTL Plc completed, resulting in CTL Plc acquiring and becoming the parent company of CTL Ltd and its wholly owned subsidiaries, together "CleanTech Lithium Group" or the "Group".
During the six months to 30 June 2024, there have been no changes to the structure of the CleanTech Lithium Group.
2. BASIS OF PREPARATION
The condensed consolidated interim financial statements for the Group have been prepared in accordance IAS 34 'Interim Financial Reporting' per the U.K.-adopted international accounting standards. They are unaudited and do not include all the information required for the preparation of the annual consolidated financial statements and should be read in conjunction with the audited consolidated financial statements for the year ended 31 December 2023 of CleanTech Lithium Plc, that can be found on the website: https://www.ctlithium.com. The auditor's report on those accounts was unmodified but it did make reference to material uncertainties related to going concern.
The amounts in this document are presented in British Pounds (GBP), unless noted otherwise. Due to rounding, numbers presented throughout these condensed consolidated Interim financial statements may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures
A summary of the significant accounting policies can be found in the Company's consolidated financial statements for the year ended 31 December 2023, on pages 50 to 53. The accounting policies used to prepare these condensed consolidated interim financial statements are consistent with those. Furthermore, there are no new standards or interpretations applicable from 1 January 2024 which have a significant impact on these condensed consolidated interim financial statements.
Significant accounting judgments, estimates and assumptions
In preparing this interim financial report, it has been necessary to make judgments, estimates and assumptions to form the basis of presentation, recognition and measurement of the Group's assets, liabilities, items of income statements, accompanying disclosures and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
The significant judgments, estimates and assumptions made when applying the Group's accounting policies are the same as those applied to the consolidated financial statements for the year ended 31 December 2023. The significant judgment in assessing the exploration and evaluation assets for the existence of indicators of impairment at the reporting date, which are set out in note 7.
Going Concern
The Group is in a pre-revenue phase of development and until its transition to revenue generation and profitability the Group will be required to rely on externally sourced funding to continue as a going concern, the Board recognises this condition may indicate the existence of material uncertainties, which may cast significant doubt regarding the Group's ability to continue as a going concern. Notwithstanding, the Directors have a demonstrated record of successfully raising capital raising for projects and ventures of this nature and are confident in being able to secure the funding needed for the Group to deliver on its commitments and continue as a going concern.
3. ADMINISTRATION EXPENES
Administration expenses in the six months to 30 June 2024 totaled £2.8 million, of which approximately £0.9 million reflects non-cash items (2023: £1.2 million). More specifically, approximately £0.6 million reflects a provision made against VAT in Chile which ought to be recoverable once production starts (Note 8 provides further detail) (2023: £0.6 million). In addition to the non-cash VAT provision, approximately £0.6 million has been recorded as a share-based payment for options historically issued and for warrants issued as a part of the Loan Notes issued in the period (further detail is set out in Note 9) (2023: nil), these two items were off-set by the unrealised gain on translation of the deferred consideration of 0.3 million (2023: nil).
Of the £1.9 million in cash costs, approximately £0.5 million relates to staff costs (2023: £0.5 million), £0.4 million relates to promotion, public and investor relations and travel (2023: £0.7 million), £0.8 million relates to legal and professional (2023: £0.7million ) support including listing and compliance and insurance costs, the balance of £0.2 million comprises a variety of other and general administrative costs (2023: £0.1 million).
4. SEGMENTAL INFORMATION
The Group operates in a single business segment, being the exploration and evaluation of mineral properties, activities which are undertaken in Chile where all the Group's non-current assets are held.
5. INCOME TAX
The accrued income tax expense continues to be £nil as the Group remains in a loss-making position. No deferred tax asset is recognised on these losses due to the uncertainty over the timing of future profits and gains.
6. LOSS PER SHARE
The calculation of basic loss per ordinary share is based on the loss after tax and on the weighted average number of ordinary shares in issue during the period.
A diluted loss per share assumes conversion of all potentially dilutive Ordinary Shares arising from the share schemes. Potential ordinary shares resulting from the exercise of warrants and options have an anti-dilutive effect due to the Group being in a loss position. As a result, diluted loss per share is disclosed as the same value as basic loss per share.
Unaudited ix months to 30-Jun-2024 | Reviewed six months to 30-Jun-2023 | ||
Basic and diluted loss per share | £ | £ | |
Loss after taxation | (2,861,194) | (3,273,006) | |
Basic weighted average number of ordinary shares (millions) | 145.16 | 105.66 | |
Basic loss per share (GBP £) | (0.020) | (0.031) |
7. EXPLORATION AND EVALUATION ASSETS
Expenses incurred to date by the Chilean entities on feasibility studies, mineral exploration and delineation were capitalised as "exploration and evaluation assets" within "non-current assets" in accordance with the Group's accounting policy.
Exploration and evaluation assets | Unaudited six months ended 30-Jun-2024 | Audited Year ended 31-Dec-23 |
£ | £ | |
Opening balance | 13,710,413 | 5,317,412 |
Additions | 19,795,670 | 9,383,902 |
Effect of foreign exchange translations | (947,994) | (990,901) |
Closing balance | 32,558,090 | 13,710,413 |
Of the £19.8 million in additions, approximately £15.9 million relates to the fair value of deferred consideration for licences acquired under the LV Purchase Agreement (refer Note 12), of which approximately £1.0 million was paid during the period. A further £0.1 million reflects non-cash share-based payments made to staff and contractors, about which further detail is set out in Note 9. Other additions reflect the additions associated with the capital programmes being undertaken during the period. These additions have been off-set by unrealised foreign exchange gains of £0.9 million.
Impairment assessments
The Directors assess for impairment when facts and circumstances suggest that the carrying amount of an exploration & evaluation asset (E&E) may exceed its recoverable amount. In making this assessment, the Directors have regard to the facts and circumstances noted in IFRS 6 paragraph 20. In performing their assessment of each of these factors, at 30 June 2024, the Directors have:
reviewed the time period that the Group has the right to explore the area and noted no instances of expiration, or licences that are expected to expire in the near future and not be renewed;
determined that further E&E expenditure is either budgeted or planned for all licences;
not decided to discontinue exploration activity due to there being a lack of quantifiable mineral resource; and
not identified any instances where sufficient data exists to indicate that there are licences where the E&E spend is unlikely to be recovered from successful development or sale.
Based on the above assessment, the Directors are not aware of any facts or circumstances that would suggest the carrying amount of the E&E asset may exceed its recoverable amount.
8. TRADE AND OTHER RECEIVABLES
Unaudited as at 30-Jun-24 | Audited as at 31-Dec-23 | |
£ | £ | |
Prepayments and deposits | 144,586 | 570,936 |
VAT | 17,651 | 13,385 |
Other receivables | 17,752 | 26,557 |
Total | 179,989 | 610,898 |
Prepayments and deposits largely reflect prepaid insurance and other commercial subscriptions which renew variously and annually as well as office rental deposit amounts paid.
Although VAT shows a balance of approximately £18k at 30 June 2024, at that date approximately £2.4 million in Chilean VAT recoverable is not shown in the table above. Although the Chilean VAT is expected to be eligible for refund in future, due to the uncertainty over the timing of future production and revenues, which would trigger the Group's eligibility to recover that VAT, the Directors have made full provision against this same amount. Accordingly, approximately £0.6 million provision has been reflected in the income statement for the period ended 30 June 2024 (refer Note 3).
Other receivables comprise multiple smaller working capital balances in Chile.
9. SHARE BASED PAYMENTS
On 30 June 2024, a total of 4,380,181 warrants attaching to Loan Notes issued (refer Note 11) were granted. No other warrants or options were granted, exercised, forfeited or allowed to lapse during the six months to 30 June 2024.
Unaudited Six months ended | Audited Year ended | |
30-Jun-24 | 31-Dec-23 | |
# | # | |
Outstanding at start of period | 34,362,750 | 10,984,745 |
Share options granted | - | 3,283,000 |
Warrant shares granted | 4,380,181 | 21,876,005 |
Share options exercised | - | (1,100,000) |
Share options revoked or forfeited | - | (681,000) |
Outstanding at end of period | 38,742,931 | 34,362,750 |
All options and warrants are granted in Company's name. Share options granted have a weighted average exercise price of 47 pence and warrant shares granted have a weighted average exercise price of 34 pence.
The fair value of each option granted in the period was estimated on the grant date using the Black Scholes option pricing model. The following assumptions have been used:
Fair value of call option per share | £0.12 - 0.38 |
Share price at grant dates | £0.39 - 0.55 |
Exercise price | £0.01 - 0.57 |
Expected volatility | 98% |
Vesting period | 4.7-5.0 years from vesting |
Risk-free interest rate (based on government bonds) | 4.16% |
The total share option fair value charge during the six months to 30 June 2024 is £198k (2023 £779k), of which approximately £86k has been recorded in the income statement as a non-cash employee expense; the balance has been recorded within E&E. The total warrant shares fair value charge during the six months to 30 June 2024 was approximately £506k (2023: £27k).
As noted, these fair value estimates derived thorough Black-Scholes modelling and Monte Carlo simulations are non-cash accounting entries.
10. PAYABLES, PROVISIONS AND ACCRUALS
Unaudited at | Audited at | |
at 30-Jun-2024 | At 31-Dec-23 | |
£ | £ | |
Trade and other payables | (863,526) | (291,369) |
Other taxes and social security | (43,024) | (60,268) |
Provisions | (99,067) | (106,451) |
Accruals | (488,579) | (272,262) |
Total | (1,494,196) | (730,350) |
Trade and other payables include routine trade creditors.
Other taxes and social security balances largely relate to people-related costs and taxes balances at the period end. Accruals include routine accruals for professional services rendered not invoiced at period end.
11. LOAN NOTES
Shortly after the period end, CleanTech received the cash generated from issuing Loan Notes prior to 30 June 2024.
On 30 June 2024 the Company executed a GBP loan note instrument and an AUD loan note instrument pursuant to which it issued loan notes to subscribers to raise A$3.995 million, approximately £2.1 million, to finance working capital and costs associated with ASX admission. In addition, the Loan Note holders were granted with a total of 4,380,181 warrants valued at approximately GBP £506,000 at the date of grant. As there are no vesting conditions attached to the warrants, the total value has been expensed as a non-cash fair value accounting adjustment (refer Note 9)
Although the Loan Notes have a maturity date of 30 June 2025, the Company shall redeem the Loan Notes at par together with the applicable premium on the earlier of the Maturity Date or 10 days following completion of any equity fundraising by the Company of at least AUD $5.0 million. The premium payable on redemption depends on when redemption occurs as follows: the Loan Notes carry a premium of 15% if the Loan Notes are repaid within three calendar months; or a premium of 25% if the Loan Notes are redeemed between four and six calendar months; or a premium of 40% if the Loan Notes are redeemed between seven and nine calendar months; or a premium of 50% if the Loan Notes are redeemed between ten and twelve calendar months. The Loan Notes are unsecured, however if they are not redeemed on or prior to three months from their date of issue, the Company has agreed to use best endeavours to grant or procure to grant the note holders a first ranking charge over both all the assets and undertakings of the Company and the entire issued share capital of CTL UK.
12. DEFERRED CONSIDERATION
Laguna Verde Option buy-out
On 19 April 2024, CleanTech Laguna Verde SpA, a wholly owned Chilean subsidiary of CleanTech Lithium Plc, entered into a sale and purchase agreement (LV Purchase Agreement) to acquire 100% legal and beneficial interest in the mining licences historically held by CleanTech under option under the terms of the LV Option Agreement. The LV Purchase Agreement had the effect of terminating the LV Option Agreement.
Pursuant to the LV Purchase Agreement the consideration payable comprises fixed payments totaling US$10.5 million, which are scheduled to occur a various annual and semi-annual millstone periods over a period of up to 5 years from the date of the LV Purchase Agreement, and two deferred payments, totaling US$24.5 million, scheduled to occur upon sold production reaching 10k tonnes of LCE and 35k tonnes of LCE respectively or on the 10th anniversary of the date of the LV Purchase Agreement, whichever is the earlier.
The carrying value for the LV licences acquired pursuant to the LV Purchase Agreement, has been designated as an asset acquisition in accordance with the Group accounting policy and assigned a fair value in accordance with the principles of the UK IASs. Similarly, the Group has assigned a fair value to the deferred consideration associated with the acquisition which is allocated between current and non-current liabilities.
In assessing the appropriate basis on which to determine the fair value of the non-current component of the deferred consideration, the Directors have used a discount rate of 8% which they believe is reflective of the factors that market participants would consider in the pricing of such a liability as well as the currency in which the cashflows are denominated. This is consistent with the requirements of IFRS 13 - Fair Value Measurement.
As described above, the two final payments of the deferred consideration, totaling USD$24.5m, are required to be made upon achieving certain production milestones, but in any event, are required to be made within 10 years of execution of the LV Purchase Agreement. Due to the uncertainties surrounding the timing of achieving the production milestones, the Directors have assumed that the remaining two payments will be made on the 10th anniversary of signing the LV Purchase Agreement.
Unaudited at 30-Jun-24 | |
£ | |
Deferred consideration, current | 988,784 |
Effect of foreign exchange differences on current deferred consideration | (4,376) |
Deferred consideration, current | 984,408 |
Deferred consideration, non-current | 13,894,931 |
Effect of foreign exchange differences on non-current deferred consideration | (329,630) |
Deferred consideration, current | 13,565,301 |
Total | 14,549,709 |
13. SUBSEQUENT EVENTS
Matters relating to events occurring since Period end are reported on in the section entitled Chairman and Chief Executive Officer's Statement.
**ENDS**
For further information contact: | |
Steve Kesler/Gordon Stein/Nick Baxter | Jersey office: +44 (0) 1534 668 321 Chile office: +562-32239222 |
Or via Celicourt | |
Celicourt Communications | +44 (0) 20 7770 6424 |
Beaumont Cornish Limited (Nominated Adviser) | +44 (0) 20 7628 3396 |
Canaccord Genuity (Joint Broker) | +44 (0) 20 7523 4680 |
Fox-Davies Capital Limited (Joint Broker) | +44 (0) 20 3884 8450 |
Daniel Fox-Davies |
Notes
About CleanTech Lithium
CleanTech Lithium (AIM:CTL, Frankfurt:T2N, OTCQX:CTLHF) is an exploration and development company advancing lithium projects in Chile for the clean energy transition. Committed to net-zero, CleanTech Lithium's mission is to become a new supplier of battery grade lithium using Direct Lithium Extraction technology powered by renewable energy.
CleanTech Lithium has two key lithium projects in Chile, Laguna Verde and Viento Andino, and exploration stage projects in Llamara and Arenas Blancas (Salar de Atacama), located in the lithium triangle, a leading centre for battery grade lithium production. The two most advanced projects: Laguna Verde and Viento Andino are situated within basins controlled by the Company, which affords significant potential development and operational advantages. All four projects have good access to existing infrastructure.
CleanTech Lithium is committed to utilising Direct Lithium Extraction with reinjection of spent brine resulting in no aquifer depletion. Direct Lithium Extraction is a transformative technology which removes lithium from brine with higher recoveries, short development lead times and no extensive evaporation pond construction. www.ctlithium.com
Glossary
CLS Pty | Chilean Lithium Salars Pty Limited (Australian overhead company now wound-up and deregistered) |
CLSH | Chilean Lithium Salars Holdings Limited (Australian holding company now wound-up and deregistered) |
CTL Ltd | CleanTech Lithium Ltd; U.K. registered and tax domiciled company |
CTL Plc | CleanTech Lithium Plc; Jersey registered and tax domiciled company |
DLE | Direct lithium extraction |
EIA | Environmental Impact Assessment |
ESG | Environmental, Social and Governance |
Group | CleanTech Lithium statutory group |
IPO | Initial public offering |
JORC | The JORC Code provides a mandatory system for the classification of minerals Exploration Results, Mineral Resources and Ore Reserves according to the levels of confidence in geological knowledge and technical and economic considerations in public reports |
LCE | Lithium carbonate equivalent, industry standard terminology used to compare different forms of lithium compounds |
LSE | London Stock Exchange |
MoU | Memorandum of Understanding |
mg/L | micrograms per litre |
Pro forma Group | Non-statutory pro forma group as defined in the notes to the financial statement |
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
SOURCE: CleanTech Lithium plc
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Chilean Government prioritises Laguna Verde for CEOL
CleanTech Lithium PLC (AIM:CTL)(Frankfurt:T2N)(OTCQX:CTLHF), an exploration and development company advancing lithium projects in Chile for the clean energy transition, reports an announcement by the Chilean Government on the Expressions of Interest ("RFIs") process under which the Company made submissions in June 2024. This is part of the process for the awarding of a Special Lithium Operating Contract ("CEOL") to enter production
The Government has prioritised six salt flats for lithium development, including Laguna Verde the Company's flagship project, as having the most favourable conditions to advance lithium exploration and extraction. The Ministry of Mining will award one CEOL per salt flat with companies only considered if they meet certain criteria.
Highlights:
Laguna Verde prioritised by the Chilean Government as one of six salt flats for which the CEOL awarding process will start.
CTL submitted RFIs to the Chilean Government in June 2024 in line with the updated CEOL application procedure as part of the National Lithium Strategy.
For a CEOL to be awarded companies must have experience in any stage of the lithium industry value chain, which includes exploration and development, the financial capacity to develop the project and, additionally, hold mining concessions equivalent to or greater than 80% of the applicable CEOL area within any of the six prioritised salar basins.
CTL´s RFI application directly addressed each of these key criteria and as the Company has a dominant licence position in the Laguna Verde basin it is the only Company that meets the mining concession area requirement.
The Chilean Government will now commence indigenous community consultations related to these six salars.
Additional to other criteria, CTL has developed a strong relationship with indigenous communities located in the surroundings areas, based on early engagement including a collaborative alliance signed in December 2023 to co-design the project´s Environmental Impact Assessment ("EIA"). The Company is also working with the regional University to promote local opportunities for future projects.
The next stage of the process is for companies to submit the CEOL application by December 31st 2024.
The RFI process has been transparent, and recognises the importance of progress made by applicants, with CTL being a leader in developing its projects based on using Direct Lithium Extraction ("DLE"), early and groundbreaking community engagement in the Atacama region, and full alignment with Chile´s National Lithium Strategy.
Steve Kesler, Executive Chairman and Interim CEO, of CleanTech Lithium PLC, said:
"We are pleased the Chilean Government has provided an update on the CEOL process to support the lithium industry in Chile. It is very positive to see Laguna Verde has been prioritised as one of the salt flats that has the most favourable conditions to develop lithium production. We submitted our RFI highlighting the significant investment we have already made, the positive progress with DLE and our established engagement with local indigenous communities. The criteria set out by the Government recognises the status of the Company´s progress at the Laguna Verde project and puts in place a clear path to award a CEOL and the project's development into production, which is targeted for 2027."
For further information contact: | |
Steve Kesler/Gordon Stein/Nick Baxter | Jersey office: +44 (0) 1534 668 321 Chile office: +562-32239222 |
Or via Celicourt | |
Celicourt Communications Felicity Winkles/Philip Dennis/Ali AlQahtani | +44 (0) 20 7770 6424 |
Beaumont Cornish Limited (Nominated Adviser) Roland Cornish/Asia Szusciak | +44 (0) 20 7628 3396 |
Canaccord Genuity (Joint Broker) James Asensio | +44 (0) 20 7523 4680 |
Fox-Davies Capital Limited (Joint Broker) | +44 (0) 20 3884 8450 |
Daniel Fox-Davies |
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.
Notes
CleanTech Lithium (AIM:CTL, Frankfurt:T2N, OTCQX:CTLHF) is an exploration and development company advancing sustainable lithium projects in Chile for the clean energy transition. Committed to net-zero, CleanTech Lithium's mission is to produce material quantities of sustainable battery grade lithium products using Direct Lithium Extraction technology powered by renewable energy. The Company plans to be a leading supplier of 'green' lithium to the EV and battery manufacturing market.
CleanTech Lithium has two key lithium projects in Chile, Laguna Verde and Francisco Basin, and hold licences in Llamara and Salar de Atacama, located in the lithium triangle, a leading centre for battery grade lithium production. The two major projects: Laguna Verde and Francisco Basin are situated within basins controlled by the Company, which affords significant potential development and operational advantages. All four projects have direct access to existing infrastructure and renewable power.
CleanTech Lithium is committed to using renewable power for processing and reducing the environmental impact of its lithium production by utilising Direct Lithium Extraction with reinjection of spent brine. Direct Lithium Extraction is a transformative technology which removes lithium from brine, with higher recoveries than conventional extraction processes. The method offers short development lead times with no extensive site construction or evaporation pond development so there is minimal water depletion from the aquifer. https://ctlithium.com/
**ENDS**
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SOURCE:CleanTech Lithium plc
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Indigenous community leader publicly endorses Laguna Verde project at key mining seminar in Santiago, Chile
CleanTech Lithium PLC (AIM:CTL)(Frankfurt:T2N)(OTCQX:CTLHF), an exploration and development company advancing sustainable lithium projects in Chile, participated in the Centre for Copper and Mining Studies ("CESCO") seminar in Santiago, a prominent annual seminar for the mining sector in Chile, and received public support from the local indigenous community for its Laguna Verde project. Executive Chairman and Interim CEO, Steve Kesler, presented and reinforced the Company is ready to begin project construction by 2026 upon the granting of a Special Lithium Operating Contract ("CEOL") by the Chilean Government
Highlights:
CESCO seminar brought together key industry stakeholders including government and local community representatives to discuss the development of the lithium sector in Chile
Ercilia Araya, President of the Colla Pai-Ote indigenous community expressed support for lithium project development depending on companies building solid community relationships and agreements, as achieved by CTL, and advocating for such projects to move forward.
Industry experts discussed the main challenges facing the sector and how to advance projects faster in line with the National Lithium Strategy, with implementing sustainable extraction technologies such as Direct Lithium Extraction being critical to that.
CTL has a co-signed agreement with the nearby local communities which will initially focus on the Laguna Verde project and aligns with the priorities set by the Chilean Government to advance the objectives of the National Lithium Strategy
Steve Kesler, Executive Chairman and Interim Chief Executive Officer, CleanTech Lithium PLC, said:
"We are very well placed to be one of the projects that the Government aims to have operational by 2026. We believe the Laguna Verde project is the best-positioned new lithium project to commence operations in Chile within the earliest timeframe. We highly value the support of the indigenous community which we think provides a rare and valuable partnership in facilitating mutually beneficial project development."
Ercilia Araya, President of the Colla Pai-Ote indigenous community, said:
"We want the State to respect us in our territories and recognise our right to determine to whom the CEOLs are granted through proper indigenous consultations. It is a matter of dignity. I have a dream for the Atacama region. When CleanTech arrived, they explained how they would carry out the process, building together with us the information collection for submission of the EIA. That is our dream. The dream of being able to participate, to be consulted."
 |  |
Image 1: Ercilia Araya, President Pai-Ote Colla Community speaking at the CESCO Seminar in Santiago, Chile | Image 2: Marcela Sepúlveda, Community Relations Manager CleanTech Lithium, Cristián Quinzio, Quinzio Abogados, Alina Bendersky, Partner Bofil Mir, Ercilia Araya, President Pai-Ote Colla Community and Juan Ignacio Guzmán, Executive Director, GEM |
 | |
Image 3: Steve Kesler, Executive Chairman and Interim CEO, presenting at the CESCO Seminar in Santiago, Chile | |
The seminar, organised by CESCO, brought together industry spokespeople to provide a comprehensive view of the current situation of the lithium industry in Chile, considering the progress of the National Lithium Strategy.
Juan Esteban Fuentes, Associate Director at Benchmark Minerals, attended and further commented: "From 2030, the current surplus [of lithium] is expected to diminish, requiring a significant number of projects to double production over the next 10 years globally (to around 2.6 million tonnes), which implies the incorporation of 70 to 80 more operations and US$188 billion in capital by 2040."
Arlene Ebensperger, advisor to the Ministry of Mining, also highlighted the need to harmonise the role of indigenous communities with the development of the industry through governance models which builds a shared vision and agreed objectives.
CleanTech Lithium co-signed an agreement with the local indigenous communities in 2023. The alliance will ensure that the extraction processes conducted in the region by the Company comply with the highest international standards, including a process of early consultation with the communities to see their direct participation by providing data for the environmental baselines required for the Environmental Impact Assessment (EIA).
For further information contact: | |
Steve Kesler/Gordon Stein/Nick Baxter | Jersey office: +44 (0) 1534 668 321 Chile office: +562-32239222 |
Or via Celicourt | |
Celicourt Communications Felicity Winkles/Philip Dennis/Ali AlQahtani | +44 (0) 20 7770 6424 |
Beaumont Cornish Limited (Nominated Adviser) Roland Cornish/Asia Szusciak | +44 (0) 20 7628 3396 |
Fox-Davies Capital Limited (Joint Broker) Daniel Fox-Davies | +44 (0) 20 3884 8450 |
Canaccord Genuity (Joint Broker) James Asensio | +44 (0) 20 7523 4680 |
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.
About Reach announcements
This is a Reach announcement. Reach is an investor communication service aimed at assisting listed and unlisted (including AIM quoted) companies to distribute media only / non-regulatory news releases into the public domain. Information required to be notified under the AIM Rules for Companies, Market Abuse Regulation or other regulation would be disseminated as an RNS regulatory announcement and not on Reach.
Notes
CleanTech Lithium (AIM:CTL, Frankfurt:T2N, OTCQX:CTLHF) is an exploration and development company advancing lithium projects in Chile for the clean energy transition. Committed to net-zero, CleanTech Lithium's mission is to become a new supplier of battery grade lithium using Direct Lithium Extraction technology powered by renewable energy.
CleanTech Lithium has two key lithium projects in Chile, Laguna Verde and Viento Andino, and exploration stage projects in Llamara and Arenas Blancas (Salar de Atacama), located in the lithium triangle, a leading centre for battery grade lithium production. The two most advanced projects: Laguna Verde and Viento Andino are situated within basins controlled by the Company, which affords significant potential development and operational advantages. All four projects have good access to existing infrastructure.
CleanTech Lithium is committed to utilising Direct Lithium Extraction with reinjection of spent brine resulting in no aquifer depletion. Direct Lithium Extraction is a transformative technology which removes lithium from brine with higher recoveries, short development lead times and no extensive evaporation pond construction. www.ctlithium.com
**ENDS**
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SOURCE:CleanTech Lithium plc
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CleanTech Lithium PLC (AIM:CTL)(Frankfurt:T2N)(OTCQX:CTLHF), an exploration and development company advancing sustainable lithium projects in Chile, announces the transfer of AUD Loan Notes (Loan Notes) from one Regal Funds1 associate to another Regal Funds associate
On 1 July 2024, the Company announced that Regal Tactical Credit Fund (RTCF), of which Regal Funds Management Pty Ltd (RFM) is a trustee, subscribed for A$3,000,000 of the Loan Notes. The Company has recently received a request by RFM to transfer the beneficial ownership of the Loan Notes and Warrants held by RTCF to Regal Emerging Companies Opportunities Fund Pty Ltd (RECOF), of which RFM is also a trustee, to which it has consented
There are no other changes to the terms of the Loan Notes and/or any other matters referred to in the announcement on 1 July 2024.
1Regal Funds comprise Regal Funds Management Pty Limited and its associates (including Regal Partners Limited, of which Regal Funds Management Pty Limited is a wholly owned subsidiary) which act as trustee and investment advisor for certain funds including Regal Tactical Credit Fund and Regal Emerging Companies Opportunities Fund Pty Ltd
For further information contact: | |
Steve Kesler/Gordon Stein/Nick Baxter | Jersey office: +44 (0) 1534 668 321 |
Or via Celicourt | |
Celicourt Communications | +44 (0) 20 7770 6424 |
Beaumont Cornish Limited (Nominated Adviser) | +44 (0) 20 7628 3396 |
Fox-Davies Capital Limited (Joint Broker) | +44 (0) 20 3884 8450 |
Canaccord Genuity (Joint Broker) | +44 (0) 20 7523 4680 |
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.
Notes
CleanTech Lithium (AIM:CTL)(Frankfurt:T2N)(OTCQX:CTLHF) is an exploration and development company advancing sustainable lithium projects in Chile for the clean energy transition. Committed to net-zero, CleanTech Lithium's mission is to produce material quantities of sustainable battery grade lithium products using Direct Lithium Extraction technology powered by renewable energy. The Company plans to be a leading supplier of 'green' lithium to the EV and battery manufacturing market.
CleanTech Lithium has two key lithium projects in Chile, Laguna Verde and Viento Andino, and hold licences in Llamara and Arenas Blancas (Salar de Atacama), located in the lithium triangle, a leading centre for battery grade lithium production. The two major projects: Laguna Verde and Viento Andino are situated within basins controlled by the Company, which affords significant potential development and operational advantages. All four projects have direct access to existing infrastructure and renewable power.
CleanTech Lithium is committed to using renewable power for processing and reducing the environmental impact of its lithium production by utilising Direct Lithium Extraction with reinjection of spent brine. Direct Lithium Extraction is a transformative technology which removes lithium from brine, with higher recoveries than conventional extraction processes. The method offers short development lead times with no extensive site construction or evaporation pond development so there is minimal water depletion from the aquifer. www.ctlithium.com.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
SOURCE:CleanTech Lithium
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Lithium Universe (ASX:LU7) is dedicated to closing the ‘Lithium Conversion Gap’ in North America by developing a mine-to-battery-grade lithium carbonate strategy in Québec, Canada. Our mission is to support the supply chain needs of original equipment manufacturers (OEMs), particularly in the automotive sector, by converting spodumene supply into lithium chemicals for EV battery plants North America.
Our business model focuses on converting spodumene supplies under "take or pay" agreements with OEMs. These agreements include protective pricing mechanisms, such as floor and ceiling prices, to ensure stable margins and mitigate market volatility. This approach guarantees our LU7 refinery's payback while providing OEMs with a reliable and sustainable supply of lithium chemicals.
North America anticipates a surge in battery manufacturing, with over 20 major manufacturers planning to deploy an estimated 1,000 GW of battery capacity. These are companies such as General Motors, LG Energy Solution, Ford, Power Co, Northvolt, Tesla, AESC, Toyota and Honda. Assuming the planned battery manufacturing capacity of 1,000 GW by 2028, using a ratio of 850 g lithium carbonate equivalent (LCE) per KWh, the company estimates that 850,000 tons of LCE per annum will be required to satisfy demand in North America.
On the supply side, Canada has surpassed China to claim the top spot in BloombergNEF’s Global Lithium-Ion Battery Supply Chain Ranking, a comprehensive annual evaluation of 30 countries’ potential to develop secure, reliable, and sustainable lithium-ion battery supply chains. Québec has been established as one of the most prospective regions with over 40 companies dedicated to lithium exploration and development. The cumulative lithium resource in just Québec exceeds 500Mt at +1 percent lithium oxide across eight distinct projects, which has increased over 100 percent within the last 12 months. Many companies have plans to develop mines and concentrating facilities to produce spodumene concentrate.
Figure 1: Projected US EV Battery Demand and Announced Battery Production Capacity (2022-2032)
[Source: US Department of Energy, January 2023]
Spodumene concentrate needs to be converted to battery-grade lithium carbonate or hydroxide to be used in the production of cathode materials for lithium-ion batteries. Currently, there are no operational converters in North America and the company estimates approximately only 100,000 tons of planned hard rock converters are slated for construction in the region. The region seeks to decrease dependence on Chinese lithium converters, aligning with both commercial and national security goals. Canada, acknowledging the significance of energy security, has intensified efforts to reduce Chinese involvement in the sector as part of a “decoupling” or “de-risking” strategy, mirroring the actions taken by the United States.
The company’s strategy involves assembling a seasoned team of lithium experts renowned for rapidly delivering successful projects, dubbed the 'Lithium Dream Team', boasting extensive expertise in both hard rock lithium extraction and downstream operations, all within a single company.
Lithium Universe is headed by the chairman, Iggy Tan, who is considered a pioneer in the modern lithium industry. Over 20 years ago, Tan was one of the first Australian mining executives to recognize the potential of the emerging lithium-ion battery industry. He led Galaxy Resources and built the Mt Cattlin spodumene project (137,000 tpa of spodumene product) and the downstream Jiangsu lithium carbonate project (with a capacity of 17,000 tpa). This was the first large-scale vertically integrated, mine-to-battery-grade lithium carbonate project in the world.
Joining Iggy on the board are Pat Scallan and Dr. Jingyuan Liu. Scallan is a seasoned veteran of the lithium industry with over 25 years of managing the world-class Greenbushes Mine. He oversaw the mine's many expansions, increasing annual output from 200,000 in 1997 to over 1.4 million tpa today. Liu is widely regarded as a leading technical expert in the lithium industry. He was previously the general manager of development and technologies at Galaxy Resources, where he was responsible for overseeing the construction and commissioning of the Mt Cattlin spodumene project and the world-renowned Jiangsu lithium carbonate plant. Liu has acted as a special adviser to various lithium carbonate and lithium hydroxide projects globally.
Additional Dream Team members include: Terry Stark, who previously served as the general manager of operations for both Mt Cattlin and James Bay projects; Roger Pover, with extensive experience as plant manager at Greenbushes and Mt Cattlin; and Huy Nguyen, known for his expertise in the design and construction of the Mt Cattlin mine. John Loxton, who was involved in the construction of the Jiangsu lithium carbonate plant for Hatch Engineering, has also joined the company. John Sobolewski, former CFO and company secretary of Galaxy Resources pivotal in financing both projects, assumes the role of chief financial officer role at Lithium Universe, marking a significant addition to the LU7 team's financial expertise in the lithium domain.
The Jiangsu lithium carbonate plant was designed to produce 17,000 tpa of battery-grade lithium carbonate. It adopted advanced Western style continuous process control techniques, setting a standard for lithium refineries globally. The plant now exceeds its design capacity, producing 20,000 tpa, and its battery-grade product ranks among the industry's finest. Constructed and achieving steady-state quality was accomplished within two years of ground-breaking. Lithium Universe plans to replicate the successful design of the Jiangsu lithium carbonate plant entirely, employing the same suppliers, equipment and engineering firm – mitigating the second major risk. Lithium Universe has contracted Hatch Limited to conduct the definitive feasibility study (DFS), the same engineering company responsible for the original design and construction of the Jiangsu lithium carbonate plant.
Lithium Universe is advancing a mine-to-battery-grade lithium carbonate strategy in Canada through the Québec Lithium Processing Hub (QLPH). The QLPH includes a multi-purpose independent 1 Mtpa concentrator and an independent 16,000 tpa battery-grade lithium carbonate refinery. The QLPH concentrator and lithium carbonate plant aim to replicate the proven success of the Mt Cattlin spodumene operation and Jiangsu lithium carbonate plant to minimize startup and operational risks.
Figure 2: The Company’s proposed lithium carbonate refinery at layout at Bécancour, Québec.
The company has successfully executed an option agreement to acquire a commercial property located within the Bécancour Waterfront Industrial Park (BWIP) between Québec City and Montréal. The industrial land secured is only 2.5 kms to the Bécancour deep-water port, allowing the import of spodumene to the facility. The company is taking a significant step towards the production of greener battery-grade lithium carbonate at the proposed Becancour lithium refinery.
Results of its preliminary feasibility study (PFS) for the Bécancour Lithium Carbonate Refinery. The PFS confirms the viability of a strong lithium conversion project, even within a below-average pricing environment. LU7 continues to progress full definitive feasibility study while offtake discussions with interested OEMs underway.
Financial Modelling:
As an integral part of the company’s DFS, Lithium Universe has initiated metallurgical testing on various sources of spodumene. This process involves utilizing the flow sheet developed for the Québec Lithium Processing Hub refinery.
Currently, the testing is progressing smoothly, and no challenges have been identified with any of the spodumene samples. Each test program is thorough and spans several weeks, with two complete programs already concluded successfully achieving higher than the international battery grade specification of 99.5 percent lithium carbonate. All impurity levels were well within specification limits.
Iggy Tan, a trailblazer of the modern lithium industry, was one of the first Australian mining executives to identify the significant opportunity within the emerging lithium-ion battery sector when he spearheaded Galaxy Resources Limited. Tan is looking to replicate that success with Lithium Universe, having built Galaxy’s Mt Cattlin Spodumene Project and the downstream Jiangsu Lithium Carbonate project. He also acquired the James Bay Spodumene Project in Canada and the Sal de Vida Brine Project in Argentina for Galaxy.
When Tan started at Galaxy, the company’s market capitalization was less than AU$10 million. It rose to AU$2.5 billion when the company merged with Orocobre Limited in August 2021. Tan's previous experience working with lithium dates back to the early 1990s when he briefly managed the Greenbushes Lithium Mine and commissioned the first lithium carbonate plant for Gwalia Consolidated.
Tan has over 30 years of chemical and mining experience and has served as executive director for a number of ASX-listed companies. He holds a Master of Business Administration from the University of Southern Cross, a Bachelor of Science from the University of Western Australia and is a graduate of the Australian Institute of Company Directors. He is currently CEO and managing director of Altech Batteries (ASX:ATC,FRA:A3Y)
Alex Hanly has over 10 years of experience in capital delivery and operational management for publicly listed companies within the mining, oil & gas, and manufacturing industries in Australia and Africa. Over the last three years, Hanly held the role of chief executive officer of ASX-listed gold company Polymetals Resources (ASX:POL). He was responsible for the successful IPO of the company, the operational management and the efficient execution of the fast-track strategy.
Hanly has a Bachelor of Mechanical Engineering and Master of Business Administration specialising in global project management.
Patrick Scallan’s extensive experience in the lithium industry is a valuable addition to the LGX board. With over 25 years of management experience at the world-class Greenbushes Mine, he is a seasoned veteran. Greenbushes is the largest lithium hard rock mine globally and also hosts the highest-grade ore body in the world. This makes Greenbushes a unique anomaly, as no other lithium deposit worldwide compares to it.
Scallan oversaw the mine’s many expansions, increasing annual output from 200,000 in 1997 to 1.4 million tpa today, and navigated numerous ownership changes during his tenure. He is a specialist in hard rock mining and spodumene concentrating, with downstream relationships with major spodumene converters worldwide.
Scallan is also highly skilled in managing local community relationships, having acted as shire councillor for nearly 20 years during his time at Greenbushes, receiving his Order of Australia Medal for his community and local government contribution. His previous roles include management positions at Capel and Eneabba Mineral Sands in Western Australia and Western Deep Levels Gold Mine in South Africa.
Dr Jingyuan Liu is widely regarded as a leading technical expert in the lithium industry. He previously held the position of general manager of development and technologies at Galaxy Resources, where he was responsible for overseeing the construction and commissioning of the Mt Cattlin Spodumene Project and the world-renowned Jiangsu Lithium Carbonate plant. Liu also played a key role in designing the flow sheet for the Sal de Vida brine project.
Following his work with Galaxy, he has acted as a special adviser to various lithium carbonate and lithium hydroxide projects globally, including the Lithium Hydroxide Plant operated by Tianqi in Kwinana, Western Australia.
Liu has over 30 years’ experience in project management, process and equipment design for minerals processing and the chemicals, non-ferrous metals, iron & steel and energy industries, both in Australian and internationally. He was awarded a PhD in chemical engineering from the University of Newcastle, Australia and has worked in senior chemical engineering roles with leading companies such as Hatch Engineering and Metso Minerals in Australia and Malaysia.
He is currently chief technology officer for Altech Batteries (ASX:ATC), developing high capacity silicon anode lithium-ion batteries.
John Sobolewski’s experience in the lithium industry offers another valuable addition to the LU7 dream team. At Galaxy Resources, he played a pivotal role during the feasibility, funding, construction and operation phases of the Mt Cattlin Spodumene mine and Jiangsu Lithium Carbonate refinery. He was also crucial in establishing teams and systems in Australia and internationally. His experience in financial modelling and debt modelling for both projects will be critical in Lithium Universe, completing definitive feasibility studies of the Québec Lithium Processing Hub concentrator and lithium carbonate refinery projects.
Sobolewski is a chartered accountant and a graduate of the Australian Institute of Company Directors. His previous roles include managing director and CEO with Mintrex, CFO and company secretary with Mintrex, Galaxy Resources Limited and Vital Metals Limited, financial controller and company secretary with Croesus Mining NL, and group accountant and company secretary with Titan Resources NL.
Vincent John Fayad is a chartered accountant with over 40 years of experience in corporate finance, international M&A, accounting and advisory-related services primarily undertaken by mid-tier accounting firm PKF. In 2016, he established his own firm, Vince Fayad & Associates, to provide accounting and advisory services within Australia and overseas.
Over the last 25 years, Fayad has spent a significant amount of time advising on various transactions, predominantly related to the mining and exploration industries and providing accounting and corporate secretarial experience to mining exploration companies.
Fayad is currently an executive director and joint company secretary of Astute Metals NL (ASX:ASE) and joint company secretary of Greenvale Energy (ASX:GRV). He is also a non-executive director of Nexon Asia Pacific, a telecommunications company, controlled by private equity group EQT.
Kurt Laney is an experienced chartered accountant specialising in the provision of advisory, consultancy, taxation and corporate secretarial services. Laney is currently an associate director of Vince Fayad and Associates, where he provides accounting and taxation services to high-net-worth individuals, family offices, large family-owned businesses and multinational entities.
Laney is also the joint company secretary and CFO of Greenvale Energy Ltd (ASX:GRV) and Astute Metals NL (ASX:ASE), along with several unlisted public companies primarily focused on the tech and mining industries. He has previously served as the company secretary of Polymetals Resources (ASX:POL).
Justin Rivers possesses more than 20 years of senior executive, technical and commercial experience in Africa, Australia, Asia, Arctic, Middle East, North America and South America in the major and junior space, with a particular focus on Iron Ore and Gold. He has a well-tenured strategic and tactical approach to the mining industry with intimate commercial, business development and M&A experience in Tier-1, publicly listed and private equity environments.
Prior to joining Lithium Universe Limited, Rivers held the position of executive director and CEO of Mauritian domiciled private equity company Convertible Resources, driving strategic development of its gold projects in the Siguiri region of northeast Guinea. He has a Bachelor of Science (first class honours) majoring in geology and environmental science from the University of Tasmania.
Terry Stark was previously managing director - resources division for Galaxy Resources (ASX:GXY), where he was responsible for all of Galaxy’s mineral resources assets such as exploration and mine operations. Stark oversaw the Mt Cattlin construction and subsequent successful start-up. He also managed the Galaxy James Bay project and had a good relationship with the local Cree Nation.
A veteran mining engineer, Stark holds a Bachelor of Applied Science specialising in mining engineering.
John Loxton's lithium experience commenced in 2010 with work on the Jiangsu Lithium Carbonate Plant EPCM for Galaxy Resources in China where his responsibilities initially were at a Sponsor level, and further into the project. He was the project manager for the final stages of construction and commissioning. In 2019, Loxton was engaged by Tianqi Lithium as head of projects for the execution of their investment in a lithium hydroxide processing plant in Kwinana, Western Australia. He managed the commissioning of the first train achieving the first product in 2021 and undertook execution planning and establishing a project team for an identical second train in 2022. Loxton is a project manager with over 45 years of experience across a diverse range of energy, industrial, process, civil, and major infrastructure projects.
Roger Pover was previously the Mt Cattlin plant manager for Galaxy Resources (ASX:GXY). He was part of the commissioning and start up team and operated the plant for many years. Pover also directed all optimisation modifications made at Mt Cattlin.
Pover is a veteran in the lithium industry, having commenced his career at Greenbushes Lithium mine in the early 90s. He has a 45-year career in the mining and chemical processing industries involving mineral sands, alumina refining, lithium, iron ore, tantalum minerals and tin production.
Huy Nguyen has been seconded from Mintrex to act as Lithium Universe Limited’s engineering client representative. Mintrex was the lead engineering company that designed and constructed (together with DRA Global) the Mt Cattlin Spodumene Plant.
Nguyen was part of the construction supervision when Mt Cattlin was built, so he is experienced with not only the design but also the construction process that delivered a project on time and on budget.
Nguyen has a Bachelor of Mechanical Engineering from Curtin University, Master of Business Administration and a member of Engineer Australia.
Victoria Vargas brings to Lithium Universe (Holdings) more than 25 years of experience in the North American capital markets, with a significant focus on the Canadian mineral sector. She began her career at Kinross Gold Corporation and joined Alamos Gold in 2004. During her tenure, she played a pivotal role in enhancing investor exposure and facilitating the company's transition from the TSX Venture to the TSX. Before joining Alamos Gold, Vargas worked for H2O Innovation, a Québec-based company focused on providing best-in-class technologies and services for the water and wastewater treatment industry.
Libra Lithium Corp. ("Libra" or the "Company") is pleased to announce that it has entered into an earn-in agreement (the "EIA") with a wholly-owned Canadian subsidiary of KoBold Metals Company ("KoBold") to jointly explore the Company's Flanders South, Flanders North and Soules Bay-Caron ("SBC") lithium projects in Ontario, Canada (collectively, the "Earn-In Properties"). Pursuant to the EIA, KoBold will have the option to earn a 75% interest in the Earn-In Properties by incurring up to CAD$33M in exploration expenditures over six years.
KoBold Metals Company is a US-based exploration and mining company that combines expertise in geosciences with artificial intelligence, machine learning, and data science to improve and accelerate the exploration process in search for the critical minerals necessary for the global energy transition.
Libra further announces that the Company and PowerStone Metals Corp. (CSE: PS) ("PowerStone" or "ShellCo") have entered into a non-binding letter of intent dated December 2, 2024 (the "LOI") in respect of a proposed business combination (the "RTO") that would result in the reverse takeover of ShellCo by Libra. The completion of the RTO will be subject to, among other things, the common shares ("Resulting Issuer Shares") of the resulting entity (the "Resulting Issuer") being listed on the Canada Securities Exchange (the "CSE") and the Resulting Issuer fulfilling all of the applicable regulatory and listing requirements. Following the completion of the RTO, the Company is expected to become a wholly-owned subsidiary of ShellCo or otherwise combine its corporate existence with that of ShellCo to form the Resulting Issuer, which will hold all the assets and projects and continue the business of Libra.
"Our team pulled through, coming out on top from what has been a challenging lithium market over the past two years. In Fall 2023 we made our first spodumene discovery, sampling up to 2.86% Li2O within a 35m-wide pegmatite at Flanders South. Fast forward to Summer 2024, and we had discovered a new pegmatite field in the span of less than two weeks at SBC, with 18 spodumene outcrops, pegmatites up to 30m wide, samples up to 6.64% Li2O, and spodumene crystals up to 0.4m long. With limited capital, we were able to build a company with a large portfolio of lithium assets and discover lithium mineralization on three grassroots projects in under a year. We have proven our ability to systematically screen through ground and be cost-efficient, and with the market nearing a bottom, we see tremendous opportunity to be counter-cyclical. The KoBold earn-in agreement and contemplated go-public transaction with PowerStone will create a well-financed, publicly traded entity, backed by an astute shareholder base of long-term believers in the green energy transition" said Koby Kushner, CEO of Libra.
"We are excited to enter into this earn-in agreement with Libra and are looking forward to exploring the Flanders South, Flanders North, and SBC projects. The three projects are compelling, and we are eager to follow up on the encouraging data that Libra has collected to date. Furthermore, we believe that combining Libra's capable team with KoBold's experienced explorationists and exploration technology will set us up for success. We look forward to working with Libra" said Daniel Enderton, Chief Strategy Officer at KoBold Metals.
KoBold Earn-In Agreement
Libra has executed an EIA with KoBold, dated November 13, 2024, to explore the Earn-In Properties. Pursuant to the EIA KoBold has the option to earn a 75% interest in each of the Earn-In Properties by incurring up to CAD$33,000,000 in cumulative exploration expenditures across the Earn-In Properties over six years.
During the earn-in period, KoBold shall be responsible for expenses and maintenance of the claims subject to the terms of the EIA. Further, KoBold and Libra shall form a technical committee, with two members from each party, to regularly review progress and findings of exploration programs and determine next steps, with KoBold reserving final discretion over the exploration programs.
Payment and Expenditure Schedule
To meet the 75% earn-in thresholds for the Earn-In Properties, KoBold must complete the following:
The Stage 1 and Stage 2 earn-in thresholds vary by project, as shown in the table below:
Furthermore, KoBold has retained Libra as an exploration contractor for a period ending on the earlier of two years from the effective date of the EIA, or the date on which the EIA is terminated with respect to the SBC project. In exchange for exploration services, KoBold will pay Libra a monthly cash fee of CAD$35,000.
KoBold shall also pay to Libra the following milestone payments with respect to each of the Flanders South and Flanders North projects:
| Milestone | Milestone Payment (CAD$) |
| Inferred Resource of at least 100,000 tons of lithium oxide | $250,000 |
| Pre-Feasibility Study | $500,000 |
| Feasibility Study | $750,000 |
| First Ore Production | $1,000,000 |
Formation of Joint Venture Company
Upon KoBold achieving a Stage 1 cumulative earn-in threshold, the parties shall form a joint venture for the applicable project pursuant to which KoBold shall initially own 51% and Libra 49% (the "Kobra JV"). Upon KoBold achieving the Stage 2 cumulative earn-in threshold, KoBold's ownership interest in the Kobra JV shall increase to 75%. After the earn-in period, each party will be responsible for funding its pro-rata share of project costs or will be diluted; a party that gets diluted below 10% shall have its interest converted to a 1% net smelter return (NSR) royalty. The Kobra JV shall be governed by a board of directors ("Board"), initially composed of two members appointed by KoBold and two members appointed by Libra. The Board shall appoint a manager of the daily affairs of Kobra JV, with KoBold as the initial manager.
Flanders South, Flanders North and SBC Highlights
Figure 1: Libra's project portfolio, showing projects under the KoBold EIA.
To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/9331/232089_184358fda458d996_001full.jpg
Flanders South and Flanders North
Figure 2: Map of Flanders South and Flanders North (right); map over Homer spodumene pegmatite (left).
To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/9331/232089_184358fda458d996_002full.jpg
SBC
Figure 3: Map over SBC project showing spodumene showings (right); photograph of pale, coarse-grained, spodumene crystals (top-left).
To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/9331/232089_184358fda458d996_003full.jpg
Summary of the RTO
It is contemplated that the RTO will proceed by way of three-cornered amalgamation pursuant to which a wholly owned subsidiary of ShellCo will acquire Libra in exchange for ShellCo shares (the "Acquisition"). Upon completion of the RTO, it is anticipated that the Resulting Issuer will be listed as a mining issuer on the CSE, with Libra as its primary operating subsidiary. The business of the Resulting Issuer will be primarily focused on advancing the Company's existing project portfolio, including the Flanders South, Flanders North and SBC projects which are subject to the KoBold EIA, and the evaluation and acquisition of additional grassroots lithium exploration assets.
The completion of the RTO is subject to a number of terms and conditions, including and without limitation, the negotiation and execution of a definitive agreement in respect of the RTO (the "Definitive Agreement"), there being no material adverse changes in respect of either ShellCo or Libra, the parties obtaining all necessary consents, orders, regulatory, court and shareholder approvals, including the conditional approval of the CSE, satisfactory completion of due diligence by both parties and other standard conditions of closing for a transaction in the nature of the RTO. There can be no assurance that all of the necessary regulatory and shareholder approvals will be obtained or that all conditions of closing will be met.
Proposed Management and Directors of Resulting Issuer
The following sets out the names and backgrounds of certain persons who are expected to be officers and directors of the Resulting Issuer.
Koby Kushner, P.Eng., CFA - Chief Executive Officer and Director
Mr. Koby Kushner, P.Eng., CFA, is the Chief Executive Officer and a director of Libra. He has spent most of his career as a mining engineer and more recently, an equity research analyst. Prior to entering finance, Mr. Kushner worked at several mines in Ontario and Manitoba, including Hemlo (Barrick Gold), Detour, Rice Lake, and others. During this time, Mr. Kushner has seen projects advance through all stages of development, including exploration, production, and closure. He then moved into equity research at Red Cloud Securities, a mining-only investment bank, where he wrote on over 100 companies across various stages of development and a wide range of commodities, with a particular focus on precious and energy metals. He holds a BSc in Mining Engineering from Queen's University, is a licensed Professional Engineer in the province of Ontario and is a CFA charterholder.
David Goodman, B.Com, LL.B (cum laude), CFA - Chairman
David Goodman, B.Com, LL.B, CFA, is the Chairman of Libra. Mr. Goodman left an early career as a litigator in 1994 to become a Partner, Vice President and Portfolio Manager at the investment management firm behind Dynamic Funds. He became President and Chief Executive Officer of Dynamic Funds in 2001 and of DundeeWealth, Dynamic's public company parent, in 2007. Under Mr. Goodman's leadership, the firm became one of Canada's best performing and fastest growing investment managers, was recognized as Fund Company of the Year seven times at the Canadian Investment Awards while growing assets under management from $5 billion to approximately $50 billion, until its ultimate sale in 2011 to a Canadian bank. In the past Mr. Goodman was a member of the boards of DundeeWealth, Repadre Capital Corporation, Dundee Corporation, SickKids Foundation and a trustee of the Dundee REIT. Mr. Goodman was previously the head of Global Asset Management for a major Canadian bank and CEO of Dundee Corporation. In addition to his business interests, Mr. Goodman is the founder and CEO of Humour Me, an annual charity event whereby high-profile executives compete in stand-up comedy and has raised over $25 million to date for worthy causes.
Ben Kuzmich, MSc., P.Geo. - VP Exploration
Mr. Ben Kuzmich, MSc., P.Geo, is a professional geologist with a proven track record of exploration success in Canada throughout Ontario, Manitoba, and the Yukon. His accomplishments include the delineation of the E-Zone at Barrick's Hemlo gold mine, where he managed a $20M drill program, and where his reinterpretation of geologic models resulted in a 23% improvement in underground head grade for 2019. Outside of Hemlo, he led the discovery of the Little Wing gold occurrence at Alamos's Lynn Lake project as well as numerous REE/LCT pegmatite, precious, and base metal occurrences throughout the Superior Province. He completed his MSc thesis at Lakehead University on the highly endowed, critical mineral-rich Ring of Fire in northern Ontario, and his undergraduate thesis on S-type granitic intrusions.
Zachary Goldenberg, JD / HBA - Director
Zachary Goldenberg is the current Chief Executive Officer of PowerStone and a principal of Liberty Venture Partners, a Toronto-based advisory and investment firm focused on startup and growth companies in rapidly emerging industries. A corporate lawyer by background, Zach has significant experience in both the private and public markets as an advisor, investor and board director and has spent much of the past decade working with companies transitioning from private to public navigate the Canadian public venture markets and to source and close strategic transactions. Zach is a graduate of the combined JD / HBA from Western Law and Ivey School of Business, is a member of the TSX Venture Exchange's Ontario Advisory Committee and is a recipient of ICD.D designation from the Institute of Corporate Directors.
About Libra Lithium Corp.
Libra is a Canadian mineral exploration company focused on the discovery and development of the critical minerals necessary for the green energy transition. Libra's Flanders South, Flanders North, and SBC lithium projects in Ontario are being explored under a CAD$33M earn-in deal with KoBold. In addition, Libra has 100% ownership over its Toivo, Burton, Bitchu, Tennant, Battery Hill, Kivinen, and Twist projects in Ontario and its Nemiscau project in Quebec. The Libra team comprises a mix of seasoned executives, engineers, and geoscientists, with extensive experience in mining and mineral exploration, capital markets, asset management, energy, and First Nations engagement.
About PowerStone Metals Corp.
PowerStone is a mineral exploration company focused on the identification and exploration of high-quality critical and precious metals assets, in favorable mining jurisdictions. PowerStone is a reporting issuer in the Provinces of Ontario, British Columbia and Alberta, Canada and its common shares are currently listed for trading on the Canadian Securities Exchange. For more information, please visit www.powerstonemetals.com.
All information contained in this news release with respect to Libra was supplied by Libra, and PowerStone and its directors and officers have relied on Libra for such information.
Contact Information
| Zachary Goldenberg Chief Executive Officer, PowerStone Metals Corp. e: zach@libertyvp.co t: 647-987-5083 | Koby Kushner Chief Executive Officer, Libra Lithium Corp. e: kkushner@libralithium.com t: 416-846-6161 |
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain forward-looking statements, including statements about PowerStone and Libra's future plans and intentions and completion of the Acquisition. Wherever possible, words such as "may", "will", "should", "could", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict" or "potential" or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. These statements reflect management's current beliefs and are based on information currently available to management as at the date hereof.
Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, PowerStone and Libra cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release, and PowerStone and Libra assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.
Completion of the Acquisition is subject to receipt of all requisite regulatory, stock exchange, court or governmental approvals, authorizations and consents. There can be no assurance that the Acquisition will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Acquisition, any information released or received with respect to the Acquisition may not be accurate or complete and should not be relied upon.
The CSE has in no way passed upon the merits of the business of PowerStone and Libra and has neither approved nor disapproved the contents of this news release and accepts no responsibility for the adequacy or accuracy hereof.
QA/QC
Due to the high degree of variability in the sampled pegmatites and granites, the reported grab samples may not be representative of the overall mineralization / characteristics of the bedrock. Grab samples were collected in the field with a hammer and were generally greater than 1 kg in weight. The grab samples were delivered by Libra geologists to ALS Geochemistry Thunder Bay prep labs. Samples were assayed by ALS Geochemistry, Vancouver analytical lab which is an ISO 17025 accredited laboratory and is independent of the Company. The samples were digested using a sodium peroxide fusion and assayed by ICP-MS for trace elements (i.e. ME-MS89L). ALS Geochemistry inserted standards, blanks, pulp duplicates and prep duplicates into the sample stream.
Qualified Person
Ben Kuzmich, M.Sc., P.Geo. supervised the preparation of the scientific and technical information that formed the basis for the written disclosure in this news release. Ben Kuzmich is the VP of Exploration for Libra and the Qualified Person (as such term is defined by National Instrument 43-101). He has verified the data disclosed in this press release, including the sampling, analytical and test data underlying the information. To verify the data related to the sampling program, he has discussed sampling procedures with responsible site staff; discussed and reviewed assay and QA/QC results with responsible personnel; and reviewed supporting documentation, including with respect to sample location and orientation.